Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Jun. 28, 2013 | Mar. 07, 2014 | Mar. 07, 2014 | |
Common Units [Member] | Subordinated Units [Member] | |||
Document Information [Line Items] | ' | ' | ' | ' |
Document Type | '10-K | ' | ' | ' |
Amendment Flag | 'false | ' | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' | ' |
Trading Symbol | 'ARCX | ' | ' | ' |
Entity Registrant Name | 'Arc Logistics Partners LP | ' | ' | ' |
Entity Central Index Key | '0001583744 | ' | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' | ' |
Entity Voluntary Filers | 'No | ' | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' | ' |
Entity Common Stock, Shares Outstanding | ' | ' | 6,867,950 | 6,081,081 |
Entity Public Float | ' | $0 | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $4,454 | $1,429 |
Trade accounts receivable | 4,403 | 973 |
Due from related parties | 722 | 842 |
Inventories | 302 | 236 |
Other current assets | 777 | 171 |
Total current assets | 10,658 | 3,651 |
Property, plant and equipment, net | 201,477 | 116,800 |
Investment in unconsolidated affiliate | 72,046 | ' |
Intangible assets, net | 38,307 | 3,687 |
Goodwill | 15,162 | 6,730 |
Other assets | 1,716 | 896 |
Total assets | 339,366 | 131,764 |
Current liabilities: | ' | ' |
Accounts payable | 4,115 | 1,936 |
Accrued expenses | 2,144 | 1,464 |
Due to general partner | 127 | 216 |
Other liabilities | 25 | 105 |
Total current liabilities | 6,411 | 3,721 |
Credit facility | 105,563 | 30,500 |
Commitments and contingencies | ' | ' |
Partners' capital (deficit): | ' | ' |
General partner interest | ' | -98 |
Limited partners' interest | ' | ' |
Accumulated other comprehensive income | 492 | ' |
Total partners' capital | 227,392 | 97,543 |
Total liabilities and partners' capital | 339,366 | 131,764 |
Common Units [Member] | ' | ' |
Limited partners' interest | ' | ' |
Limited partners' units | 125,375 | ' |
Subordinated Units [Member] | ' | ' |
Limited partners' interest | ' | ' |
Limited partners' units | $101,525 | $97,641 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) | Dec. 31, 2013 |
Common Units [Member] | ' |
Limited partners' units issued | 6,867,950 |
Limited partners' units outstanding | 6,867,950 |
Subordinated Units [Member] | ' |
Limited partners' units issued | 6,081,081 |
Limited partners' units outstanding | 6,081,081 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues: | ' | ' | ' |
Third-party customers | $39,662 | $13,201 | $10,588 |
Related parties | 8,179 | 9,663 | 10,441 |
Revenues | 47,841 | 22,864 | 21,029 |
Expenses: | ' | ' | ' |
Operating expenses | 19,291 | 7,266 | 6,957 |
Selling, general and administrative | 7,116 | 2,283 | 2,179 |
Selling, general and administrative - affiliate | 2,484 | 2,592 | 2,614 |
Depreciation | 5,836 | 3,317 | 2,749 |
Amortization | 4,756 | 624 | 649 |
Total expenses | 39,483 | 16,082 | 15,148 |
Operating income | 8,358 | 6,782 | 5,881 |
Other income (expense): | ' | ' | ' |
Gain on bargain purchase of business | 11,777 | ' | ' |
Equity earnings from unconsolidated affiliate | 1,307 | ' | ' |
Other income | 48 | 4 | 1 |
Interest expense | -8,639 | -1,320 | -491 |
Total other income (expenses), net | 4,493 | -1,316 | -490 |
Income before income taxes | 12,851 | 5,466 | 5,391 |
Income taxes | 20 | 43 | 25 |
Net Income | 12,831 | 5,423 | 5,366 |
Less: Net income attributable to preferred units | 1,770 | ' | ' |
Net income attributable to partners' capital | 11,061 | 5,423 | 5,366 |
Other comprehensive income | 492 | ' | ' |
Comprehensive income attributable to partners' capital | $11,553 | $5,423 | $5,366 |
Common Units [Member] | ' | ' | ' |
Earnings per limited partner unit, basic: | ' | ' | ' |
Earnings per limited partner unit, basic | $0.23 | $0.89 | $0.88 |
Earnings per limited partner unit, diluted: | ' | ' | ' |
Earnings per limited partner unit, diluted | $0.10 | $0.89 | $0.88 |
Subordinated Units [Member] | ' | ' | ' |
Earnings per limited partner unit, basic: | ' | ' | ' |
Earnings per limited partner unit, basic | $1.56 | $0.89 | $0.88 |
Earnings per limited partner unit, diluted: | ' | ' | ' |
Earnings per limited partner unit, diluted | $1.56 | $0.89 | $0.88 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flow from operating activities: | ' | ' | ' |
Net Income | $12,831 | $5,423 | $5,366 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ' | ' | ' |
Depreciation | 5,836 | 3,317 | 2,749 |
Amortization | 4,715 | 624 | 649 |
Gain on bargain purchase of business | -11,777 | ' | ' |
Equity earnings from unconsolidated affiliate | -1,307 | ' | ' |
Amortization of deferred financing costs | 4,428 | 432 | ' |
Amortization of premium | 41 | ' | ' |
Changes in operating assets and liabilities | ' | ' | ' |
Trade accounts receivable | -3,310 | -7 | -410 |
Inventories | -47 | -6 | -5 |
Other current assets | -606 | 105 | 36 |
Accounts payable | 1,765 | 1,931 | -1,566 |
Accrued expenses | 680 | -176 | 30 |
Due to general partner | -88 | -1,383 | 1,311 |
Other liabilities | -80 | -250 | -310 |
Net cash provided by operating activities | 13,081 | 10,010 | 7,850 |
Cash flows from investing activities | ' | ' | ' |
Capital expenditures | -14,108 | -13,796 | -11,055 |
Investment in unconsolidated affiliate | -72,740 | ' | ' |
Distributions from unconsolidated affiliate | 2,451 | ' | ' |
Net cash paid for acquisitions | -82,000 | ' | ' |
Net cash used in investing activities | -166,397 | -13,796 | -11,055 |
Cash flows from financing activities | ' | ' | ' |
Distributions | -1,770 | -6,081 | -8,245 |
Deferred financing costs | -5,248 | -1,152 | ' |
Repayments to credit facility | -50,937 | -21,500 | ' |
Proceeds from credit facility | 126,000 | 32,000 | 12,000 |
Proceeds from initial public offering, net | 117,296 | ' | ' |
Redemption of preferred units | -29,000 | ' | ' |
Net cash provided by financing activities | 156,341 | 3,267 | 3,755 |
Net increase (decrease) in cash and cash equivalents | 3,025 | -519 | 550 |
Cash and cash equivalents, beginning of period | 1,429 | 1,948 | 1,398 |
Cash and cash equivalents, end of period | 4,454 | 1,429 | 1,948 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid for interest, net of capitalized interest | 4,586 | 1,184 | 720 |
Cash paid for income taxes | 20 | 43 | 25 |
Non-cash investing and financing activities: | ' | ' | ' |
Issuance of preferred units | 30,000 | ' | ' |
Deemed distributions to preferred units | 1,770 | ' | ' |
Contribution of preferred units | 1,000 | ' | ' |
Deferred financing costs in accrued expenses | ' | 11 | 175 |
(Decrease) Increase in purchases of property plant and equipment in accounts payable and accrued expenses | $414 | ($1,095) | $756 |
Consolidated_Statements_of_Par
Consolidated Statements of Partners Capital (USD $) | Total | Accumulated Other Comprehensive Income [Member] | Preferred Interest [Member] | Limited Partner Common Interest [Member] | Limited Partner Subordinated Interest [Member] | Limited Partners [Member] | General Partner [Member] |
In Thousands | |||||||
Partners' (deficit) capital, beginning balance at Dec. 31, 2010 | $101,080 | ' | ' | ' | ' | $101,107 | ($27) |
Net Income | 5,366 | ' | ' | ' | ' | 5,259 | 107 |
Cash distributions | -8,245 | ' | ' | ' | ' | -8,080 | -165 |
Partners' (deficit) capital, ending balance at Dec. 31, 2011 | 98,201 | ' | ' | ' | ' | 98,286 | -85 |
Net Income | 5,423 | ' | ' | ' | ' | 5,314 | 109 |
Cash distributions | -6,081 | ' | ' | ' | ' | -5,959 | -122 |
Partners' (deficit) capital, ending balance at Dec. 31, 2012 | 97,543 | ' | ' | ' | ' | 97,641 | -98 |
Issuance of preferred units | 30,000 | ' | 30,000 | ' | ' | ' | ' |
Net Income | 12,831 | ' | ' | 6,805 | 6,026 | ' | ' |
Other comprehensive income | 492 | 492 | ' | ' | ' | ' | ' |
Deemed distributions | -1,770 | ' | 1,770 | -23 | -1,747 | ' | ' |
Cash distributions | ' | ' | -1,770 | ' | ' | ' | ' |
Recapitalization | 1,000 | ' | -30,000 | 1,297 | 97,246 | -97,641 | 98 |
Issuance of common units, net of offering costs | 117,296 | ' | ' | 117,296 | ' | ' | ' |
Partners' (deficit) capital, ending balance at Dec. 31, 2013 | $227,392 | $492 | ' | $125,375 | $101,525 | ' | ' |
Organization
Organization | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Organization | ' |
Note 1—Organization | |
Organization | |
The Partnership is a fee-based, growth-oriented Delaware limited partnership formed by Lightfoot in 2007 to own, operate, develop and acquire a diversified portfolio of complementary energy logistics assets. The Partnership is principally engaged in the terminalling, storage, throughput and transloading of crude oil and petroleum products. The Partnership is focused on growing its business through the optimization, organic development and acquisition of terminalling, storage, rail, pipeline and other energy logistics assets that generate stable cash flows. | |
Unless the context clearly indicates otherwise, references in these consolidated financial statements to “Arc Terminals,” or the “Partnership” when used for periods prior to November 12, 2013, the closing of the initial public offering of Arc Logistics Partners LP (the “IPO”), refer to Arc Terminals LP and its subsidiaries, which were contributed to Arc Logistics Partners LP in connection with the IPO, and references to “Arc Logistics,” or the “Partnership” when used for periods on or after the closing of the IPO refer to Arc Logistics Partners LP and its subsidiaries. Unless the context clearly indicates otherwise, references to our “General Partner” for periods prior to the closing of the IPO refer to Arc Terminals GP LLC which owned the general partner interest in Arc Terminals and references to our “General Partner” for periods on or after the closing of the IPO refer to Arc Logistics GP LLC, the General Partner of Arc Logistics. References to our “Sponsor” or “Lightfoot” refer to Lightfoot Capital Partners, LP and its general partner, Lightfoot Capital Partners GP LLC. References to “GCAC” refer to Gulf Coast Asphalt Company, L.L.C., which contributed its preferred units in Arc Terminals to the Partnership upon the consummation of the IPO. References to “Center Oil” refer to GP&W, Inc., d.b.a. Center Oil, and affiliates, including Center Terminal Company-Cleveland, which contributed its limited partner interests in Arc Terminals to the Partnership upon the consummation of the IPO. References to “Gulf LNG Holdings” refer to Gulf LNG Holdings Group, LLC and its subsidiaries, which own a liquefied natural gas regasification and storage facility in Pascagoula, MS, which is referred to herein as the “LNG Facility.” The Partnership used a portion of the proceeds from the IPO to acquire a 10.3% limited liability company interest in Gulf LNG Holdings, which is referred to herein as the “LNG Interest.” | |
Initial Public Offering | |
In November 2013, the Partnership completed its IPO by selling 6,786,869 common units (which includes 786,869 common units issued pursuant to the exercise of the underwriters’ over-allotment option) representing limited partner interests in us at a price to the public $19.00 per common unit. In connection with the IPO, the Partnership amended and restated the Terminal Credit Facility (as defined below, see “Note 7—Debt”). | |
The $120.2 million of net proceeds from the IPO (including the underwriters’ option to purchase additional common units and after deducting the underwriting discount and structuring fee) were used to: (i) fund the purchase of the LNG Interest from an affiliate of GE Energy Financial Services (“GE EFS”) for approximately $72.7 million; (ii) make a cash distribution to GCAC as partial consideration for the contribution of its preferred units in Arc Terminals LP to the Partnership of approximately $29.8 million; (iii) repay intercompany payables owed to the Sponsor of approximately $6.6 million; and (iv) reduce amounts outstanding under the Partnership’s Credit Facility by $6.0 million. The remaining funds were used for general Partnership purposes, including the payment of transaction expenses related to the IPO and the Credit Facility. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Significant Accounting Policies | ' | ||||||||
Note 2—Summary of Significant Accounting Policies | |||||||||
Basis of Presentation | |||||||||
The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and under the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying consolidated financial statements include the accounts of the Partnership and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||
The Partnership has disclosed consolidated figures of the Partnership as if the Partnership had operated since the inception of Arc Terminals. The contribution of Arc Terminals to Arc Logistics in connection with the IPO was not considered a business combination accounted for under the purchase method as it was a transfer of assets under common control and, accordingly, balances have been transferred at their historical cost. The combined financial statements for the periods prior to the contribution on November 12, 2013 have been prepared using Arc Terminals’ historical basis in the assets and liabilities, and include all revenues, costs, assets and liabilities attributed to Arc Terminals. | |||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The most significant estimates relate to the valuation of acquired businesses, goodwill and intangible assets and the useful lives of intangible assets and property, plant and equipment. Actual results could differ from those estimates. | |||||||||
Cash and Cash Equivalents | |||||||||
The Partnership includes demand deposits with banks and all highly liquid investments with original maturities of three months or less in cash and cash equivalents. These balances are valued at cost, which approximates fair value. | |||||||||
Trade Accounts Receivable | |||||||||
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The Partnership reserves for specific trade accounts receivable when it is probable that all or a part of an outstanding balance will not be collected. The Partnership regularly reviews collectability and establishes or adjusts the allowance as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. There were no reserves for uncollectible amounts as of December 31, 2013 and 2012. During the year ended December 31, 2013, the Partnership wrote off less than $0.1 million of uncollectible receivables. No other amounts have been deemed uncollectible in the periods presented in the consolidated statements of operations. | |||||||||
Inventories | |||||||||
Inventories consist of additives which are sold to customers and mixed with the various customer-owned liquid products stored in the Partnership’s terminals. Inventories are stated at the lower of cost or estimated net realizable value. Inventory costs are determined using the first-in, first-out method. | |||||||||
Other Current Assets | |||||||||
Other current assets consist primarily of prepaid expenses and deposits. | |||||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment is recorded at cost, less accumulated depreciation. The Partnership owns a 50% undivided interest in the property, plant and equipment at two terminal locations. At the time of acquisition, these assets were recorded at 50% of the aggregate fair value of the related property, plant and equipment. Expenditures for routine maintenance and repairs are charged to expense as incurred. Major improvements or expenditures that extend the useful life or productive capacity of assets are capitalized. Depreciation is recorded over the estimated useful lives of the applicable assets, using the straight-line method. The estimated useful lives are as follows: | |||||||||
Building and site improvements | 5 - 40 years | ||||||||
Tanks and trim | 2 - 40 years | ||||||||
Machinery and equipment | 2 - 25 years | ||||||||
Office furniture and equipment | 3 - 10 years | ||||||||
Capitalized costs incurred by the Partnership during the year for major improvements and capital projects that are not completed as of year-end are recorded as construction in progress. Construction in progress is not depreciated until the related assets or improvements are ready for intended use. Additionally, the Partnership capitalizes interest costs as a part of the historical cost of constructing certain assets and includes such interest in the property, plant and equipment line on the balance sheet. Capitalized interest for the years ended December 31, 2013 and 2012 was $0.4 million and $0.1 million, respectively. | |||||||||
Intangible Assets | |||||||||
Intangible assets primarily consist of customer relationships, acquired contracts and a covenant not to compete which are amortized on a straight-line basis over the expected life of each intangible asset. | |||||||||
Impairment of Long-Lived Assets | |||||||||
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. | |||||||||
During the year ended December 31, 2013, events and circumstances indicated that approximately $4.7 million of assets of one of the Partnership’s terminals might be impaired. However, the Partnership’s estimate of undiscounted cash flows indicated that such carrying amounts were expected to be recovered. Nonetheless it is possible that the estimate of undiscounted cash flows may change in the near term resulting in the need to write down the carrying value of those assets. | |||||||||
No impairment charges were recorded through December 31, 2013 and 2012. | |||||||||
Goodwill | |||||||||
Goodwill represents the excess of consideration paid over the fair value of net assets acquired in a business combination. Goodwill is not amortized but instead is assessed for impairment at least annually or when facts and circumstances warrant. Goodwill impairment is determined using a two-step process. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed. The second step compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. The Partnership determines the fair value of its single reporting unit by blending two valuation approaches: the income approach and a market value approach. The Partnership determined at December 31, 2013, there were no impairment charges and no event indicating an impairment has occurred. | |||||||||
No impairments were recorded against goodwill through December 31, 2013 and 2012. | |||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Beginning Balance | $ | 6,730 | $ | 6,730 | |||||
Goodwill acquired | 8,432 | — | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 6,730 | |||||
Other Assets | |||||||||
Other assets consist primarily of debt issuance costs related to the Credit Facility amendment entered into in November 2013 (see “Note 7—Debt”). Debt issuance costs are capitalized and amortized over the term of the related debt using straight line amortization, which approximates the effective interest rate method. As of December 31, 2013, these costs were approximately $1.7 million. Fluctuations during the year ended December 31, 2013 included write offs of approximately $3.5 million, representing the unamortized debt issuance cost prior to the refinancing of the debt and approximately $2.9 million in deferred costs associated with the IPO that were offset against the proceeds of the IPO. | |||||||||
Investment in Unconsolidated Affiliate | |||||||||
In connection with the IPO, the Partnership purchased the LNG Interest from an affiliate of GE EFS for approximately $72.7 million. The Partnership accounts for the LNG Interest using the equity method of accounting. | |||||||||
Revenue Recognition | |||||||||
Revenues from leased tank storage and delivery services are recognized as the services are performed. Revenues also include the sale of excess products and additives which are mixed with customer-owned liquid products. Revenues for the sale of excess products and additives are recognized when title and risk of loss passes to the customer. | |||||||||
Income Taxes | |||||||||
Taxable income or loss of the Partnership generally is required to be reported on the income tax returns of the limited partners in accordance with the terms of the partnership agreement. Accordingly, no provision has been made in the accompanying consolidated financial statements for the limited partners’ federal income taxes. There are certain entity level state income taxes that are incurred at the Partnership level and have been recorded during the years ended December 31, 2013, 2012 and 2011. | |||||||||
Tax returns for the years ended December 31, 2013, 2012, 2011, 2010 and 2009 are open to IRS and state audits. The Partnership is not aware of any uncertain tax positions as of December 31, 2013 and 2012. | |||||||||
Fair Value of Financial Instruments | |||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at a specified measurement date. Fair value measurements are derived using inputs and assumptions that market participants would use in pricing an asset or liability, including assumptions about risk. GAAP establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This three-tier hierarchy classifies fair value amounts recognized or disclosed in the financial statements based on the observability of inputs used to estimate such fair values. The classification within the hierarchy of a financial asset or liability is determined based on the lowest level input that is significant to the fair value measurement. The hierarchy considers fair value amounts based on observable inputs (Level 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). At each balance sheet reporting date, the Partnership categorizes its financial assets and liabilities using this hierarchy. | |||||||||
The amounts reported in the balance sheet for cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term maturities of these instruments (Level 1). The carrying amount of the Terminal Credit Facility as well as the Partnership’s Credit Facility approximated fair value due to its short-term nature and market rate of interest (Level 2). | |||||||||
The Partnership believes that its valuation methods are appropriate and consistent with the values that would be determined by other market participants. However, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. | |||||||||
Limited Partners’ Net Income Per Unit | |||||||||
The Partnership uses the two-class method in the computation of earnings per unit since there is more than one participating class of securities. Basic earnings per common and subordinated unit are determined by dividing net income allocated to the common units and subordinated units, respectively, after deducting the amount allocated to the preferred unitholders, by the weighted average number of outstanding common and subordinated units, respectively, during the period. The overall computation, presentation and disclosure of the Partnership’s limited partners’ net income per unit are made in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share.” | |||||||||
Recently Issued Accounting Pronouncements | |||||||||
In December 2011, the FASB issued new guidance which requires an entity to disclose information about financial instruments and derivative financial instruments that have been offset within the balance sheet, or are subject to a master netting arrangement or similar agreement, regardless of whether they have been offset within the balance sheet. In January 2013, the FASB issued standards to clarify the scope of transactions subject to the disclosure provisions including derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are either offset in accordance with specific criteria established under GAAP, or that are subject to a master netting arrangement or similar agreement. Both standards are effective for interim and annual periods beginning on or after January 1, 2013, with required disclosures presented retrospectively for all comparative periods presented. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component; but does not change the current requirements for reporting net income or other comprehensive income in financial statements. The guidance requires presentation of significant amounts reclassified out of accumulated other comprehensive income into earnings by the respective line items of net income, but only if the amount reclassified is required under GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under GAAP that provide additional detail about those amounts. The standard is effective prospectively for reporting periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance that requires measurement of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date as the sum of (1) the amount the reporting entity agreed to pay on the basis of its arrangement among co-obligors and (2) any additional amount the reporting entity expects to pay on behalf of its co-obligors. Disclosures are required of the nature and amount of the obligations as well as information about such obligations. The guidance is effective for fiscal years beginning after December 15, 2013, and interim periods within those years; and should be applied retrospectively to all prior periods presented. The Partnership does not expect adoption of the new guidance to have a material impact on its financial position or results of operations. |
Acquisitions
Acquisitions | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Acquisitions | ' | ||||||||
Note 3—Acquisitions | |||||||||
Acquisitions | |||||||||
Gulf Coast Asphalt Company, L.L.C. Acquisition | |||||||||
In February 2013, the Partnership acquired substantially all of the Mobile, AL and Saraland, AL operating assets related to the terminalling business of GCAC for approximately $85.0 million (“GCAC Purchase Price”) consisting of approximately $25.0 million in cash, $30.0 million in new preferred units (see “Note 8—Preferred Units”) in the Partnership and $30.0 million of assumed debt which was simultaneously extinguished at the acquisition closing by the Partnership. | |||||||||
The transaction was accounted for as a business combination in accordance with ASC Topic 805, “Business Combinations” (“ASC 805”). The GCAC Purchase Price exceeded the approximately $76.6 million fair value of the identifiable assets acquired and accordingly, the Partnership recognized goodwill of approximately $8.4 million. The Partnership believes the primary items that generated goodwill are both the value of the synergies created between the acquired assets and its existing assets, and its expected ability to grow the business acquired by leveraging its existing customer relationships. Furthermore, the Partnership expects that the entire amount of its recorded goodwill will be deductible for tax purposes. Transaction costs incurred in connection with the acquisition, consisting primarily of legal and other professional fees, totaled approximately $1.9 million and were expensed as incurred in accordance with ASC 805 and included in selling, general and administrative expenses in the consolidated statement of operations. | |||||||||
GCAC is able to receive up to an additional $5.0 million in cash earnout payments based upon either (i) the throughput activity of one customer over the next three years or (ii) from the closing date through February 8, 2014, any modifications to the acquired contracts whereby the revenue contribution to the Partnership is increased with an offset for any required capital investments made by the Partnership for the contract modifications. As of December 31, 2013, no additional amounts have been paid or are owed to GCAC. | |||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||
Consideration: | |||||||||
Cash paid to seller | $ | 25,000 | |||||||
Debt assumed | 30,000 | ||||||||
Preferred units issued | 30,000 | ||||||||
Total consideration | $ | 85,000 | |||||||
Allocation of purchase price: | |||||||||
Property and equipment | $ | 39,242 | |||||||
Intangible assets | 37,326 | ||||||||
Goodwill | 8,432 | ||||||||
Net assets acquired | $ | 85,000 | |||||||
Since the acquisition date in February 2013 through December 31, 2013, the acquired GCAC assets earned approximately $18.1 million in revenue and $9.7 million of operating income. | |||||||||
The following unaudited pro forma financial results for the years ended December 31, 2013 and 2012 assume the GCAC acquisition had occurred on January 1, 2012. The unaudited pro forma results reflect certain adjustments to the acquisition, such as increased depreciation and amortization expense on the fair value of the assets acquired. The following unaudited pro forma financial results are presented for comparative purposes only (in thousands, except per unit amounts): | |||||||||
Year Ended | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
(Unaudited proforma) | |||||||||
Total revenues | $ | 49,442 | $ | 34,469 | |||||
Operating income | 11,822 | 5,627 | |||||||
Net Income | $ | 15,759 | $ | 2,847 | |||||
Less: Net income attributable to preferred units | $ | 2,023 | $ | 2,400 | |||||
Net income attributable to partners’ capital | $ | 13,736 | $ | 447 | |||||
Earnings per unit - Basic: | |||||||||
Common and Subordinated | $ | 1.92 | $ | 0.07 | |||||
Earnings per unit - Diluted: | |||||||||
Common and Subordinated | $ | 1.86 | $ | 0.07 | |||||
The unaudited pro forma financial results may not be indicative of the results that would have occurred had the acquisition been completed at the beginning of the periods presented, nor are they indicative of future results of operations (in thousands, except per unit amounts). | |||||||||
Motiva Enterprises LLC Acquisition | |||||||||
In February 2013, the Partnership acquired substantially all of the operating assets related to the Brooklyn, NY terminal (the “Brooklyn Terminal”) of Motiva Enterprises LLC (“Motiva”) for approximately $27.0 million (“Brooklyn Purchase Price”) in cash. | |||||||||
The transaction was accounted for as a business combination in accordance with ASC 805. The fair value of the identifiable assets acquired of approximately $38.8 million exceeded the Brooklyn Purchase Price. Accordingly, the acquisition has been accounted for as a bargain purchase and, as a result, the Partnership recognized a gain of approximately $11.8 million associated with the acquisition. The gain is included in the line item “Gain on bargain purchase of business” in the condensed consolidated statements of operations. Transaction costs incurred in connection with the acquisition, consisting primarily of legal and other professional fees, totaled approximately $1.5 million and were expensed as incurred in accordance with ASC 805 and included in selling, general and administrative expenses in the condensed consolidated statements of operations. | |||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||
Consideration: | |||||||||
Cash paid to seller | $ | 27,000 | |||||||
Allocation of purchase price: | |||||||||
Property and equipment | $ | 36,749 | |||||||
Inventory | 19 | ||||||||
Intangible assets | 2,009 | ||||||||
Bargain purchase gain | (11,777 | ) | |||||||
Net assets acquired | $ | 27,000 | |||||||
Since the acquisition date in February 2013 through December 31, 2013, the Brooklyn Terminal earned approximately $6.0 million in revenue and $3.5 million of operating income. | |||||||||
The unaudited pro forma results related to the Motiva acquisition have been excluded as the nature of the revenue-producing activities previously associated with the Brooklyn Terminal have changed substantially post-acquisition from intercompany revenue to third-party generated revenue. In addition, historical financial information for the Brooklyn Terminal prior to the acquisition is not indicative of how the Brooklyn Terminal is being operated since the Partnership’s acquisition and would be of no comparative value in understanding the future operations of the Brooklyn Terminal. | |||||||||
The above acquisitions were accounted for under the acquisition method of accounting whereby management utilized the services of third-party valuation consultants, along with estimates and assumptions provided by management, to estimate the fair value of the net assets acquired. The third-party valuation consultants utilized several appraisal methodologies including income, market and cost approaches to estimate the fair value of the identifiable assets acquired. |
Investment_in_Unconsolidated_A
Investment in Unconsolidated Affiliate | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Equity Method Investments And Joint Ventures [Abstract] | ' | ||||
Investment in Unconsolidated Affiliate | ' | ||||
Note 4—Investment in Unconsolidated Affiliate | |||||
Gulf LNG Holdings Acquisition | |||||
In connection with the IPO, the Partnership purchased the LNG Interest from an affiliate of GE EFS for approximately $72.7 million. The carrying value of the LNG Interest on the date of acquisition was approximately $64.1 million with a purchase price of approximately $72.7 million and the excess paid over the carrying value of approximately $8.6 million. This excess can be attributed to the underlying long lived assets of Gulf LNG Holdings and is therefore being amortized using the straight line method over the remaining useful lives of the respective asset, which is 28 years. | |||||
The estimated aggregate amortization of this premium for each of the five succeeding fiscal years from December 31, 2013 is as follows (in thousands): | |||||
Total | |||||
2014 | $ | 309 | |||
2015 | 309 | ||||
2016 | 309 | ||||
2017 | 309 | ||||
2018 | 309 | ||||
Thereafter | 7,062 | ||||
$ | 8,607 | ||||
The Partnership accounts for investments in which it owns less than 50% but does not have the ability to exercise significant influence over operating and financial policies of the investment under the equity method of accounting. Investments consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||
Balance at December 31, 2012 | $ | — | |||
Investment in Gulf LNG Holdings, LLC | 72,739 | ||||
Equity earnings | 1,307 | ||||
Distributions | (2,451 | ) | |||
Amortization of premium | (41 | ) | |||
Other comprehensive income | 492 | ||||
Balance at December 31, 2013 | $ | 72,046 | |||
Summarized financial information as of and for the year ended December 31, 2013 for the Partnership’s equity investment is reported below (in thousands): | |||||
Balance sheets | |||||
Current assets | $ | 8,694 | |||
Noncurrent assets | 950,263 | ||||
Total assets | $ | 958,957 | |||
Current liabilities | $ | 81,173 | |||
Long-term liabilities | 770,748 | ||||
Member’s equity | 107,036 | ||||
Total liabilities and member’s equity | $ | 958,957 | |||
Income statement | |||||
Revenues | $ | 186,090 | |||
Total operating costs and expenses | 56,146 | ||||
Operating income | 129,944 | ||||
Net income | $ | 94,895 | |||
The Partnership calculated its equity earnings in the LNG Interest as shown in the table below (in thousands): | |||||
Gulf LNG Holdings net income for the year ended December 31, 2013 | $ | 94,895 | |||
Percentage of Net Income attributable to the Partnership from November 12, 2013 through December 31, 2013 | 13 | % | |||
Net Income attributable to the Partnership from November 12, 2013 through December 31, 2013 | $ | 12,689 | |||
Percentage of ownership in Gulf LNG Holdings | 10.3 | % | |||
Equity earnings from unconsolidated affiliate | $ | 1,307 | |||
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment | ' | ||||||||
Note 5—Property, Plant and Equipment | |||||||||
The Partnership’s property, plant and equipment consisted of (in thousands): | |||||||||
As of December 31, | |||||||||
2013 | 2012 | ||||||||
Land | $ | 51,175 | $ | 20,804 | |||||
Buildings and site improvements | 34,660 | 15,310 | |||||||
Tanks and trim | 92,337 | 61,338 | |||||||
Machinery and equipment | 32,819 | 24,197 | |||||||
Office furniture and equipment | 2,334 | 1,404 | |||||||
Construction in progress | 5,003 | 4,762 | |||||||
218,328 | 127,815 | ||||||||
Less: Accumulated depreciation | (16,851 | ) | (11,015 | ) | |||||
Property, plant and equipment, net | $ | 201,477 | $ | 116,800 | |||||
Intangible_Assets
Intangible Assets | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||
Intangible Assets | ' | ||||||||||
Note 6—Intangible Assets | |||||||||||
The Partnership’s intangible assets consisted of (in thousands): | |||||||||||
Estimated | |||||||||||
Useful Lives | As of December 31, | ||||||||||
in Years | 2013 | 2012 | |||||||||
Customer relationships | 21 | $ | 4,785 | $ | 4,785 | ||||||
Acquired contracts | 2 - 10 | 39,900 | 1,221 | ||||||||
Noncompete agreements | 3-Feb | 741 | 85 | ||||||||
45,426 | 6,091 | ||||||||||
Less: Accumulated amortization | (7,119 | ) | (2,404 | ) | |||||||
Intangible assets, net | $ | 38,307 | $ | 3,687 | |||||||
The estimated future amortization expense is approximately $5.1 million in 2014, $4.3 million in 2015, $3.9 million in 2016, $3.9 million in 2017, $3.9 million in 2018 and $17.2 million thereafter. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2013 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
Note 7—Debt | |
Credit Facility | |
On November 12, 2013, concurrent with the closing of the IPO, the Partnership amended and restated the Terminal Credit Facility (the “Credit Facility”) with a syndicate of lenders, under which Arc Terminals Holdings LLC, a wholly owned subsidiary of the Partnership (“Arc Terminals Holdings”) is the borrower. The Credit Facility has an initial term of five years and up to $175.0 million of borrowing capacity (see “Note 2—Summary of Significant Accounting Policies—Other Assets” for discussion regarding deferred financing costs). | |
The Credit Facility is available to refinance existing indebtedness, to fund working capital and to finance capital expenditures and other permitted payments and for other lawful corporate purposes and allows the Partnership to request that the maximum amount of the Credit Facility be increased by up to an aggregate of $100.0 million, subject to receiving increased commitments from lenders or commitments from other financial institutions. The Credit Facility is available for revolving loans, including a sublimit of $5.0 million for swing line loans and a sublimit of $10.0 million for letters of credit. The Partnership’s obligations under the Credit Facility are secured by a first priority lien on substantially all of the Partnership’s material assets (other than the LNG Interest). The Partnership and each of the Partnership’s existing subsidiaries (other than the borrower) guarantee and each of the Partnership’s future restricted subsidiaries will also guarantee the Credit Facility. The Credit Facility matures on November 12, 2018. | |
Loans under the Credit Facility bear interest at a floating rate based upon the leverage ratio, equal to, at the Partnership’s option, either (a) a base rate plus a range from 100 to 200 basis points per annum or (b) a LIBOR rate, plus a range of 200 to 300 basis points. The base rate is established as the highest of (i) the rate which SunTrust Bank announces, from time to time, as its prime lending rate, (ii) daily one-month LIBOR plus 100 basis points per annum and (iii) the federal funds rate plus 0.50% per annum. The unused portion of the Credit Facility is subject to a commitment fee calculated based upon the Partnership’s leverage ratio ranging from 0.375% to 0.50% per annum. Upon any event of default, the interest rate will, upon the request of the lenders holding a majority of the commitments, be increased by 2.0% on overdue amounts per annum for the period during which the event of default exists. | |
The Credit Facility contains certain customary representations and warranties, affirmative covenants, negative covenants and events of default. The negative covenants include restrictions on the Partnership’s ability to incur additional indebtedness, acquire and sell assets, create liens, enter into certain lease agreements, make investments and make distributions. As of December 31, 2013 the Partnership was in compliance with such covenants. | |
The Credit Facility requires the Partnership to maintain a leverage ratio of not more than 4.50 to 1.00, which may increase to up to 5.00 to 1.00 during specified periods following a permitted acquisition or issuance of over $200 million of senior notes, and a minimum interest coverage ratio of not less than 2.50 to 1.00. If the Partnership issues over $200.0 million of senior notes, the Partnership will be subject to an additional financial covenant pursuant to which the Partnership’s secured leverage ratio must not be more than 3.50 to 1.00. The Credit Facility places certain restrictions on the issuance of senior notes. | |
If an event of default occurs, the agent would be entitled to take various actions, including the acceleration of amounts due under the Credit Facility, termination of the commitments under the Credit Facility and all remedial actions available to a secured creditor. The events of default include customary events for a financing agreement of this type, including, without limitation, payment defaults, material inaccuracies of representations and warranties, defaults in the performance of affirmative or negative covenants (including financial covenants), bankruptcy or related defaults, defaults relating to judgments, nonpayment of other material indebtedness and the occurrence of a change in control. In connection with the Credit Facility, the Partnership and the Partnership’s subsidiaries have entered into certain customary ancillary agreements and arrangements, which, among other things, provide that the indebtedness, obligations and liabilities arising under or in connection with the facility are unconditionally guaranteed by the Partnership and each of the Partnership’s existing subsidiaries (other than the borrower) and each of the Partnership’s future restricted subsidiaries. | |
Terminal Credit Facility | |
In January 2012, the Partnership entered into a $40.0 million credit facility (the “Terminal Credit Facility”) that had an initial three year term and bore interest based upon the LIBOR plus an applicable margin. The applicable margin was based on the leverage ratio as defined by the Terminal Credit Facility agreement, calculated at the beginning of each interest period. At the time of closing, the Partnership borrowed $22.0 million on the Terminal Credit Facility, applying $20.0 million to extinguish the Partnership’s prior revolving line of credit and the balance was used to pay transaction fees and fund operations. The Terminal Credit Facility agreement required the Partnership to maintain a leverage ratio of not more than 3.75 to 1.00, which decreased to 3.50 to 1.00 on or after March 31, 2013 and a minimum fixed charge ratio of not less than 1.25 to 1.00. At December 31, 2012, the Partnership was in compliance with such covenants. At December 31, 2012, the interest rate was 3.47% and the balance outstanding on the Terminal Credit Facility was $30.5 million. | |
In February 2013, the Partnership amended the Terminal Credit Facility to include a $65.0 million term loan and a $65.0 million revolving line of credit. The amended Terminal Credit Facility had an initial three year term and bore interest based upon LIBOR plus an applicable margin. The applicable margin was based on the leverage ratio as defined in the Terminal Credit Facility agreement, calculated at the beginning of each interest period. At the time of the closing, the Partnership borrowed an additional $55.0 million which was used to satisfy the cash portion of the GCAC Purchase Price and to extinguish the debt acquired as a part of the GCAC acquisition. Also in February 2013, the Partnership borrowed an additional $27.0 million to complete the Motiva acquisition. The amended Terminal Credit Facility agreement required the Partnership to maintain an initial leverage ratio of not more than 5.00 to 1.00, which decreased to 4.00 to 1.00 by December 31, 2013 and a minimum fixed charge ratio of not less than 1.25 to 1.00. | |
Line of Credit | |
In October 2007, the Partnership entered into a revolving line of credit in the amount of $10.0 million. The collateral for the line of credit included the Partnership’s terminal assets. The revolving line of credit had a term of 12 months, with interest calculated monthly at the one month London Interbank Offer Rate (“LIBOR”) plus 2.75%. In addition, there was an interest rate floor of 5.50% and a nonusage fee of 1.0%. The nonusage fee was calculated and payable quarterly and was waived if the average funded balance of any fiscal quarter exceeded a certain threshold. The nonusage fee was included as interest expense in the consolidated financial statements. | |
In August 2010, the Partnership amended its existing revolving line of credit to increase the amount available to $20.0 million and extend the maturity to August 1, 2011. In addition, the amendment required the Partnership to maintain a 1:1 ratio of EBITDA to designated expenses, which included mandatory principal payments of indebtedness, interest expense, taxes, distributions in excess of $5.0 million and capital expenditures less capital contributions, gains on the sale of assets and the amount of any new indebtedness. | |
In March 2011, the Partnership executed a commitment letter from the lender to extend the term of the revolving line of credit to March 2012 under the same interest rate and nonusage fee terms as previously disclosed. | |
This revolving line of credit was extinguished as a part of a new credit facility that the Partnership entered into in January 2012. At the time of extinguishment, the balance outstanding on the revolving line of credit was $20.0 million. |
Preferred_Units
Preferred Units | 12 Months Ended |
Dec. 31, 2013 | |
Text Block [Abstract] | ' |
Preferred Units | ' |
Note 8—Preferred Units | |
In February 2013, the Partnership, as a part of the GCAC Purchase Price (see “Note 3—Acquisitions”), issued 1,500,000 preferred units to GCAC with a value of $30.0 million. The preferred units ranked senior in liquidation preference and distributions to all existing and outstanding common and subordinated units. The preferred units were entitled to 8% annual distributions, paid 45 days following each calendar quarter, assuming the Partnership remained in compliance with all related covenants in the Terminal Credit Facility. If for any reason the Partnership were to be unable to pay the quarterly distributions on time to the preferred unit holders, the distribution amount would have compounded at an 8% annual interest rate until paid. At the time of the IPO the Partnership issued 779 common units and 58,426 subordinated units and made a cash distribution of approximately $29.0 million to GCAC for the contribution of its preferred units in Arc Terminals LP to the Partnership. Prior to the IPO, the Partnership recorded the preferred units as mezzanine equity in accordance with ASC Topic 480 Distinguishing Liabilities from Equity (“ASC 480”) due to the redeemable nature, at the option of the holders, of the preferred units at a fixed and determinable price based upon certain redemption events which were outside the control of the Partnership. During the year ended December 31, 2013, the Partnership paid $1.8 million in cash distributions to the preferred unit holders. |
Partners_Capital
Partners' Capital | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Partners' Capital | ' | ||||||||||||
Note 9—Partners’ Capital | |||||||||||||
Initial Public Offering | |||||||||||||
On November 6, 2013, Arc Logistics’ common units began trading on the New York Stock Exchange under the symbol “ARCX.” On November 12, 2013, the Partnership closed the IPO by selling 6,000,000 common units representing limited partner interests in us at a price to the public of $19.00 per common unit. On November 18, 2013, the Partnership completed the sale of 786,869 additional common units pursuant to the partial exercise of the underwriters’ over-allotment option at a price to the public of $19.00 per unit. | |||||||||||||
In connection with the closing of the IPO and the recapitalization, the following transactions occurred: | |||||||||||||
• | Lightfoot contributed all of its limited partner interests in Arc Terminals LP and all of its limited liability company interests in Arc Terminals GP LLC in exchange for 68,617 common units and 5,146,264 subordinated units in the Partnership; | ||||||||||||
• | Center Oil contributed all of its limited partner interests in Arc Terminals LP in exchange for 11,685 common units and 876,391 subordinated units in the Partnership; | ||||||||||||
• | GCAC contributed its preferred units in Arc Terminals LP in exchange for 779 common units and 58,426 subordinated units in the Partnership and $29.8 million in cash; | ||||||||||||
• | Arc Terminals GP LLC and Arc Terminals LP merged with Arc Terminals GP LLC surviving the merger and then changing its name to Arc Logistics LLC; | ||||||||||||
• | The public, through the underwriters, contributed $120.2 million of net proceeds in exchange for the issuance of 6,786,869 common units by the Partnership; and | ||||||||||||
• | The General Partner maintained its non-economic general partner interest in the Partnership, and was issued 100.0% of the incentive distribution rights of the Partnership. | ||||||||||||
As a result of the recapitalization in connection with the IPO, the number of units outstanding was adjusted on a retroactive basis, which is reflected in the table below: | |||||||||||||
Preferred Units | Limited Partner | Limited Partner | |||||||||||
Common Units | Subordinated Units | ||||||||||||
Units outstanding at December 31, 2011 | — | 80,302 | 6,022,655 | ||||||||||
Units outstanding at December 31, 2012 | — | 80,302 | 6,022,655 | ||||||||||
Issuance of preferred units | 1,500,000 | — | — | ||||||||||
Contribution of preferred units (1) | (1,500,000 | ) | 779 | 58,426 | |||||||||
Issuance of common units | — | 6,786,869 | — | ||||||||||
Units outstanding at December 31, 2013 | — | 6,867,950 | 6,081,081 | ||||||||||
-1 | GCAC contributed its preferred units in Arc Terminals LP in exchange for 779 common units and 58,426 subordinated units in the Partnership and $29.8 million in cash. | ||||||||||||
Cash Distribution Policy | |||||||||||||
The partnership agreement provides that the General Partner will make a determination no less frequently than every quarter as to whether to make a distribution, but the partnership agreement does not require the Partnership to pay distributions at any time or in any amount. Instead, the board of directors of the General Partner has adopted a cash distribution policy that sets forth the General Partner’s intention with respect to the distributions to be made to unitholders. Pursuant to the cash distribution policy, within 60 days after the end of each quarter, the Partnership expects to distribute to the holders of common and subordinated units on a quarterly basis at least the minimum quarterly distribution of $0.3875 per unit, or $1.55 per unit on an annualized basis, to the extent the Partnership has sufficient cash after establishment of cash reserves and payment of fees and expenses, including payments to the General Partner and its affiliates. | |||||||||||||
The board of directors of the General Partner may change the foregoing distribution policy at any time and from time to time, and even if the cash distribution policy is not modified or revoked, the amount of distributions paid under the policy and the decision to make any distribution is determined by the General Partner. As a result, there is no guarantee that the Partnership will pay the minimum quarterly distribution, or any distribution, on the units in any quarter. However, the partnership agreement contains provisions intended to motivate the General Partner to make steady, increasing and sustainable distributions over time. | |||||||||||||
The partnership agreement generally provides that the Partnership will distribute cash each quarter in the following manner: | |||||||||||||
• | first, to the holders of common units, until each common unit has received the minimum quarterly distribution of $0.3875 plus any arrearages from prior quarters; | ||||||||||||
• | second, to the holders of subordinated units, until each subordinated unit has received the minimum quarterly distribution of $0.3875; and | ||||||||||||
• | third, to all unitholders pro rata, until each has received a distribution of $0.4456. | ||||||||||||
If cash distributions to the Partnership’s unitholders exceed $0.4456 per unit in any quarter, the Partnership’s unitholders and the General Partner, as the initial holder of the incentive distribution rights, will receive distributions according to the following percentage allocations: | |||||||||||||
Marginal Percentage | |||||||||||||
Interest | |||||||||||||
in Distributions | |||||||||||||
Total Quarterly Distribution Per Unit Target Amount | Unitholders | General | |||||||||||
Partner | |||||||||||||
above $0.3875 up to $0.4456 | 100 | % | 0 | % | |||||||||
above $0.4456 up to $0.4844 | 85 | % | 15 | % | |||||||||
above $0.4844 up to $0.5813 | 75 | % | 25 | % | |||||||||
above $0.5813 | 50 | % | 50 | % | |||||||||
The Partnership refers to additional increasing distributions to the General Partner as “incentive distributions.” | |||||||||||||
The principal difference between the Partnership’s common units and subordinated units is that in any quarter during the subordination period, holders of the subordinated units are not entitled to receive any distributions from operating surplus until the common units have received the minimum quarterly distribution for such quarter plus any arrearages in the payment of the minimum quarterly distribution from prior quarters. Subordinated units will not accrue arrearages. | |||||||||||||
The subordination period will end on the first business day after the Partnership has earned and paid at least (1) $1.55 (the minimum quarterly distribution on an annualized basis) on each outstanding common unit and subordinated unit for each of three consecutive, non-overlapping four quarter periods ending on or after September 30, 2016 or (2) $2.325 (150.0% of the annualized minimum quarterly distribution) on each outstanding common unit and subordinated unit and the related distribution on the incentive distribution rights for a four-quarter period ending immediately preceding such date, in each case provided there are no arrearages on the Partnership’s common units at that time. | |||||||||||||
The subordination period will also end upon the removal of the General Partner other than for cause if no subordinated units or common units held by holder(s) of subordinated units or their affiliates are voted in favor of that removal. When the subordination period ends, all subordinated units will convert into common units on a one-for-one basis, and all common units thereafter will no longer be entitled to arrearages. |
Earnings_Per_Unit_EPU
Earnings Per Unit ("EPU") | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings Per Unit ("EPU") | ' | ||||||||||||
Note 10—Earnings Per Unit (“EPU”) | |||||||||||||
The Partnership uses the two-class method when calculating the net income per unit applicable to limited partners. The two-class method is based on the weighted-average number of common and subordinated units outstanding during the period. Basic net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners’ interest in net income, after deducting distributions, if any, by the weighted-average number of outstanding common and subordinated units. Payments made to the Partnership’s unitholders are determined in relation to actual distributions paid and are not based on the net income allocations used in the calculation of net income per unit. | |||||||||||||
Diluted net income per unit applicable to limited partners includes the effects of potentially dilutive units on the Partnership’s units. For the year ended December 31, 2013 the only potentially dilutive units outstanding consisted of the preferred units settled as part of the IPO (see “Note 8—Preferred Units”). | |||||||||||||
As a result of the recapitalization in connection with the IPO, earnings per unit was adjusted on a retroactive basis. | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net Income | $ | 12,831 | $ | 5,423 | $ | 5,366 | |||||||
Less: preferred unit distributions | 1,770 | — | — | ||||||||||
Less: earnings attributable to preferred units | 1,423 | — | — | ||||||||||
Undistributed earnings | $ | 9,638 | $ | 5,423 | $ | 5,366 | |||||||
Numerator for basic earnings per limited partner unit: | |||||||||||||
Allocation of net income among limited partner interests: | |||||||||||||
Net income allocated to common unitholders | $ | 247 | $ | 71 | $ | 71 | |||||||
Net income allocated to subordinated unitholders | $ | 9,391 | $ | 5,352 | $ | 5,295 | |||||||
Net income allocated to limited partners: | $ | 9,638 | $ | 5,423 | $ | 5,366 | |||||||
Denominator for basic earnings per limited partner unit: | |||||||||||||
Common units | 1,069 | 80 | 80 | ||||||||||
Subordinated units | 6,031 | 6,023 | 6,023 | ||||||||||
Total basic units outstanding | 7,100 | 6,103 | 6,103 | ||||||||||
Earnings per limited partner unit, basic: | |||||||||||||
Common units | $ | 0.23 | $ | 0.89 | $ | 0.88 | |||||||
Subordinated units | $ | 1.56 | $ | 0.89 | $ | 0.88 | |||||||
Numerator for diluted earnings per limited partner unit: | |||||||||||||
Allocation of net income among limited partner interests: | |||||||||||||
Net income allocated to common unitholders | $ | 247 | $ | 71 | $ | 71 | |||||||
Net income allocated to subordinated unitholders | $ | 9,391 | $ | 5,352 | $ | 5,295 | |||||||
Net income allocated to limited partners: | $ | 9,638 | $ | 5,423 | $ | 5,366 | |||||||
Denominator for diluted earnings per limited partner unit: | |||||||||||||
Common units | 2,583 | 80 | 80 | ||||||||||
Subordinated units | 6,031 | 6,023 | 6,023 | ||||||||||
Total diluted units outstanding | 8,614 | 6,103 | 6,103 | ||||||||||
Earnings per limited partner unit, diluted: | |||||||||||||
Common units | $ | 0.1 | $ | 0.89 | $ | 0.88 | |||||||
Subordinated units | $ | 1.56 | $ | 0.89 | $ | 0.88 | |||||||
Segment_Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2013 | |
Segment Reporting [Abstract] | ' |
Segment Reporting | ' |
Note 11—Segment Reporting | |
The Partnership derives revenue from operating its terminal and transloading facilities. These facilities have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||
Related Party Transactions | ' | ||||||||||||
Note 12—Related Party Transactions | |||||||||||||
Agreements with Affiliates | |||||||||||||
Payments to the General Partner and its affiliates | |||||||||||||
The General Partner conducts, directs and manages all activities of the Partnership. The General Partner is reimbursed on a monthly basis, or such other basis as may be determined, for: (i) all direct and indirect expenses it incurs or payments it makes on behalf of the Partnership and its subsidiaries; and (ii) all other expenses allocable to the Partnership and its subsidiaries or otherwise incurred by the General Partner in connection with operating the Partnership and its subsidiaries’ businesses (including expenses allocated to the General Partner by its affiliates). | |||||||||||||
For the years ended December 31, 2013, 2012 and 2011 the General Partner incurred expenses of $2.5 million, $2.6 million and $2.6 million, respectively. Such expenses are reimbursable from the Partnership and are reflected in the selling, general and administrative—affiliate line on the consolidated statements of operations. As of December 31, 2013 and December 31, 2012, the Partnership had a payable of approximately $0.1 million and $0.2 million, respectively, to the General Partner which is reflected as due to general partner in the accompanying consolidated balance sheets. | |||||||||||||
Registration Rights Agreement | |||||||||||||
In connection with the IPO, the Partnership entered into a registration rights agreement with the Sponsor. Pursuant to the registration rights agreement, the Partnership is required to file a registration statement to register the common units issued to the Sponsor and the common units issuable upon the conversion of the subordinated units upon request of the Sponsor. In addition, the registration rights agreement gives the Sponsor piggyback registration rights under certain circumstances. The registration rights agreement also includes provisions dealing with holdback agreements, indemnification and contribution and allocation of expenses. These registration rights are transferable to affiliates and, in certain circumstances, to third parties. | |||||||||||||
Assignment and Equity Purchase Agreement with GE EFS | |||||||||||||
In connection with the IPO, the Partnership entered into an assignment and equity purchase agreement with an affiliate of GE EFS that enabled the Partnership to acquire a 10.3% interest in Gulf LNG Holdings. Approximately $72.7 million of the proceeds from the IPO were used to acquire the LNG Interest on the closing date of the IPO. | |||||||||||||
Other Transactions with Related Persons | |||||||||||||
GCAC guarantees up to $20 million of the Partnership’s Credit Facility. Under certain circumstances, the lenders may release GCAC from such guarantee. | |||||||||||||
Storage and Throughput Agreements with Center Oil | |||||||||||||
During 2007, the Partnership acquired seven terminals from Center Oil for $35.0 million in cash and 750,000 subordinated units in the Partnership. In connection with this purchase, the Partnership entered into a storage and throughput agreement with Center Oil whereby the Partnership provides storage and throughput services for various petroleum products to Center Oil at the terminals acquired by the Partnership in return for a fixed per barrel fee for each outbound barrel of Center Oil product shipped or committed to be shipped. The throughput fee is calculated and due monthly based on the terms and conditions as set forth in the storage and throughput agreement. In addition to the monthly throughput fee, Center Oil agrees to pay the Partnership a fixed per barrel fee for any additives added into Center Oil’s product. | |||||||||||||
The term of the storage and throughput agreement extends through June 2017. The agreement can be terminated by either party upon written notification of such party’s intent to terminate this agreement at the expiration of such applicable term and must be received by the other party not later than eighteen months prior to the expiration of the applicable term. If notice is not provided by Center Oil, the agreement automatically renews for three additional three-year terms at rates adjusted for inflation as determined in accordance with the terms of the agreement. | |||||||||||||
In February 2010, the Partnership acquired a 50% undivided interest in the Baltimore, MD terminal. In connection with the acquisition, the Partnership acquired an existing agreement with Center Oil whereby the Partnership provides ethanol storage and throughput services to Center Oil. The Partnership charges Center Oil a fixed fee for storage and a fee based upon ethanol throughput at the Baltimore, MD terminal. The storage and throughput fees are calculated monthly based on the terms and conditions of the storage and throughput agreement. The agreement has a one-year term and comes up for renewal in May 2015. | |||||||||||||
In May 2011, the Partnership entered into an agreement to provide refined products storage and throughput services to Center Oil at the Baltimore, MD terminal. The Partnership charges Center Oil a fixed fee for storage and a fee for ethanol blending and any additives added to Center Oil’s product. The storage and throughput fees are calculated monthly based on the terms and conditions of the storage and throughput agreement. The agreement has a one-year term and comes up for renewal in May 2015. | |||||||||||||
In May 2013, the Partnership entered into an agreement to provide gasoline storage and throughput services to Center Oil at the Brooklyn, NY terminal. The Partnership charged Center Oil a fixed per bbl fee for each inbound delivery of ethanol and every outbound barrel of product shipped or committed to be shipped and a fee for any ethanol blending and additives added to Center Oil’s product. The storage and throughput fees are calculated monthly based on the terms and conditions of the storage and throughput agreement. The agreement has a one-year term with evergreen renewal provisions. | |||||||||||||
Storage and Throughput Agreements with GCAC | |||||||||||||
During 2013, the Partnership acquired terminal assets from GCAC for $25.0 million in cash, $30.0 million of preferred units in the Partnership and the assumption of approximately $30.0 million in debt. In connection with this purchase, the Partnership entered into a storage and throughput agreement (the “GCAC Agreement 1”) with GCAC whereby the Partnership will provide storage and throughput services for various petroleum products to GCAC at the existing terminals acquired by the Partnership in return for a fixed per barrel storage fee plus a fixed per barrel fee for related throughput and other ancillary services. In addition, the Partnership entered into a second storage and throughput agreement with GCAC (the “GCAC Agreement 2”) whereby the Partnership will build an additional 150,000 barrels of storage tanks for GCAC to store and throughput various petroleum products in return for similar economic terms of GCAC Agreement 1. | |||||||||||||
The initial term of GCAC Agreements 1 and 2 is approximately five years. These agreements can be mutually extended by both parties as long as the extension is agreed to 180 days prior to the end of the initial termination date, otherwise the Partnership has the right to lease the storage capacity to any third party. | |||||||||||||
The total revenues associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the Revenues—Related parties line on the consolidated statements of operations are as follows: | |||||||||||||
For the Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Center Oil | $ | 7,587 | $ | 9,663 | $ | 10,441 | |||||||
GCAC | 592 | — | — | ||||||||||
Total | $ | 8,179 | $ | 9,663 | $ | 10,441 | |||||||
The total receivables associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the Due from related parties line on the consolidated balance sheets are as follows: | |||||||||||||
As of December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Center Oil | $ | 536 | $ | 842 | |||||||||
GCAC | 186 | — | |||||||||||
Total | $ | 722 | $ | 842 | |||||||||
Major_Customers
Major Customers | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||||||
Major Customers | ' | ||||||||||||||||||||
Note 13—Major Customers | |||||||||||||||||||||
The following table presents the percentages of revenues and receivables associated with our significant customers (those that have accounted for 10% or more of our revenues in a given period) for the periods indicated: | |||||||||||||||||||||
% of Revenues | % of Receivables | ||||||||||||||||||||
For the Year Ended December 31, | As of December 31, | ||||||||||||||||||||
2013 | 2012 | 2011 | 2013 | 2012 | |||||||||||||||||
Center Oil | 16 | % | 42 | % | 50 | % | 10 | % | 46 | % | |||||||||||
Specialty Fuels, Inc. (1) | N/A | N/A | 10 | % | N/A | N/A | |||||||||||||||
Total percentages associated with significant customers | 16 | % | 42 | % | 60 | % | 10 | % | 46 | % | |||||||||||
-1 | Specialty Fuels, Inc. was not a top five customer for the years ended December 31, 2013 and 2012. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||||
Note 14—Commitments and Contingencies | |||||||||||||||||||||||||
Environmental matters | |||||||||||||||||||||||||
The Partnership may have environmental liabilities that arise from time to time in the ordinary course of business and provides for losses associated with environmental remediation obligations, when such losses are probable and reasonably estimable. Estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study. Loss accruals are adjusted as further information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. There were no accruals recorded for environmental losses as of December 31, 2013 and 2012. | |||||||||||||||||||||||||
Commitments and contractual obligations | |||||||||||||||||||||||||
Future non-cancelable commitments related to certain contractual obligations as of December 31, 2013 are presented below (in thousands): | |||||||||||||||||||||||||
Payments Due by Period (in thousands) | |||||||||||||||||||||||||
Total | 2014 | 2015 | 2016 | 2017 | 2018 | ||||||||||||||||||||
Long-term debt obligations | $ | 105,563 | $ | — | $ | — | $ | — | $ | — | $ | 105,563 | |||||||||||||
Operating lease obligations | 530 | 248 | 150 | 132 | — | — | |||||||||||||||||||
Total | $ | 106,093 | $ | 248 | $ | 150 | $ | 132 | $ | — | $ | 105,563 | |||||||||||||
In addition to the above, GCAC is able to receive up to an additional $5.0 million in cash earnout payments based upon either (i) the throughput activity of one customer over the next three years or (ii) from the closing date through February 8, 2014 any modifications to the acquired contracts whereby the revenue contribution to the Partnership is increased with an offset for any required capital investments made by the Partnership for the contract modifications. As of December 31, 2013, no additional amounts have been paid or are owed to GCAC. |
Quarterly_Financial_Data
Quarterly Financial Data | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Data | ' | ||||||||||||||||
Note 15—Quarterly Financial Data (Unaudited) | |||||||||||||||||
(in thousands, except per unit data) | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2013:00:00 | |||||||||||||||||
Revenues | $ | 9,608 | $ | 13,096 | $ | 12,625 | $ | 12,512 | |||||||||
Operating income | $ | (17 | ) | $ | 2,837 | $ | 2,733 | $ | 2,804 | ||||||||
Net Income | $ | 9,857 | $ | 1,338 | $ | 1,274 | $ | 361 | |||||||||
Less: Net income attributable to preferred units | $ | 347 | $ | 600 | $ | 600 | $ | 223 | |||||||||
Net income attributable to partners' capital | $ | 9,511 | $ | 738 | $ | 674 | $ | 138 | |||||||||
Net income per limited partner unit, basic: | |||||||||||||||||
Common units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0.03 | |||||||||
Subordinated units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0 | |||||||||
Net income per limited partner unit, diluted: | |||||||||||||||||
Common units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0.01 | |||||||||
Subordinated units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0 | |||||||||
Weighted average number of limited partners units outstanding, basic: | |||||||||||||||||
Common units | 80 | 80 | 80 | 4,035 | |||||||||||||
Subordinated units | 6,023 | 6,023 | 6,023 | 6,058 | |||||||||||||
Weighted average number of limited partners units outstanding, diluted: | |||||||||||||||||
Common units | 80 | 80 | 80 | 10,093 | |||||||||||||
Subordinated units | 6,023 | 6,023 | 6,023 | — | |||||||||||||
(in thousands, except per unit data) | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2012:00:00 | |||||||||||||||||
Revenues | $ | 6,548 | $ | 5,491 | $ | 5,024 | $ | 5,801 | |||||||||
Operating income | $ | 2,445 | $ | 1,432 | $ | 1,266 | $ | 1,639 | |||||||||
Net Income | $ | 2,128 | $ | 1,093 | $ | 918 | $ | 1,284 | |||||||||
Net income per limited partner unit: | |||||||||||||||||
Common units (basic and diluted) | $ | 0.35 | $ | 0.18 | $ | 0.15 | $ | 0.21 | |||||||||
Subordinated units (basic and diluted) | $ | 0.35 | $ | 0.18 | $ | 0.15 | $ | 0.21 | |||||||||
Weighted average number of limited partners units outstanding: | |||||||||||||||||
Common units (basic and diluted) | 80 | 80 | 80 | 80 | |||||||||||||
Subordinated units (basic and diluted) | 6,023 | 6,023 | 6,023 | 6,023 | |||||||||||||
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 16—Subsequent Events | |
Cash Distribution | |
In January 2014, the Partnership declared its initial pro rata cash distribution of $0.2064 per unit totaling $2.7 million for all common and subordinated units outstanding. The distribution was calculated based on the Partnership’s minimum quarterly distribution of $0.3875, prorated for the period from November 13, 2013 to December 31, 2013. This distribution was paid on February 18, 2014 to unitholders of record on February 10, 2014. | |
Operating Lease Agreement | |
In January 2014, the Partnership, through its wholly owned subsidiary, Arc Terminals Holdings, entered into a 15-year triple net operating lease agreement relating to the use of a petroleum products terminals located in Portland, Oregon (the “Portland Terminal”), pursuant to which Arc Terminals Holdings leased the Portland Terminal from a wholly owned subsidiary of CorEnergy Infrastructure Trust, Inc. Arc Logistics guaranteed Arc Terminals Holdings’ obligations under the lease agreement. | |
Amendment to Credit Agreement | |
In January 2014, Arc Terminals Holdings, as borrower, and Arc Logistics and its other subsidiaries, as guarantors, entered into the first amendment (the “First Amendment”) to the Credit Facility agreement. The First Amendment principally modified certain provisions of the Credit Facility agreement to allow Arc Terminals Holdings’ to enter into the operating lease agreement relating to the use of the Portland Terminal. |
Organization_Policies
Organization (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Organization | ' | ||||||||
Organization | |||||||||
The Partnership is a fee-based, growth-oriented Delaware limited partnership formed by Lightfoot in 2007 to own, operate, develop and acquire a diversified portfolio of complementary energy logistics assets. The Partnership is principally engaged in the terminalling, storage, throughput and transloading of crude oil and petroleum products. The Partnership is focused on growing its business through the optimization, organic development and acquisition of terminalling, storage, rail, pipeline and other energy logistics assets that generate stable cash flows. | |||||||||
Unless the context clearly indicates otherwise, references in these consolidated financial statements to “Arc Terminals,” or the “Partnership” when used for periods prior to November 12, 2013, the closing of the initial public offering of Arc Logistics Partners LP (the “IPO”), refer to Arc Terminals LP and its subsidiaries, which were contributed to Arc Logistics Partners LP in connection with the IPO, and references to “Arc Logistics,” or the “Partnership” when used for periods on or after the closing of the IPO refer to Arc Logistics Partners LP and its subsidiaries. Unless the context clearly indicates otherwise, references to our “General Partner” for periods prior to the closing of the IPO refer to Arc Terminals GP LLC which owned the general partner interest in Arc Terminals and references to our “General Partner” for periods on or after the closing of the IPO refer to Arc Logistics GP LLC, the General Partner of Arc Logistics. References to our “Sponsor” or “Lightfoot” refer to Lightfoot Capital Partners, LP and its general partner, Lightfoot Capital Partners GP LLC. References to “GCAC” refer to Gulf Coast Asphalt Company, L.L.C., which contributed its preferred units in Arc Terminals to the Partnership upon the consummation of the IPO. References to “Center Oil” refer to GP&W, Inc., d.b.a. Center Oil, and affiliates, including Center Terminal Company-Cleveland, which contributed its limited partner interests in Arc Terminals to the Partnership upon the consummation of the IPO. References to “Gulf LNG Holdings” refer to Gulf LNG Holdings Group, LLC and its subsidiaries, which own a liquefied natural gas regasification and storage facility in Pascagoula, MS, which is referred to herein as the “LNG Facility.” The Partnership used a portion of the proceeds from the IPO to acquire a 10.3% limited liability company interest in Gulf LNG Holdings, which is referred to herein as the “LNG Interest.” | |||||||||
Basis of Presentation | ' | ||||||||
Basis of Presentation | |||||||||
The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and under the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying consolidated financial statements include the accounts of the Partnership and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||
The Partnership has disclosed consolidated figures of the Partnership as if the Partnership had operated since the inception of Arc Terminals. The contribution of Arc Terminals to Arc Logistics in connection with the IPO was not considered a business combination accounted for under the purchase method as it was a transfer of assets under common control and, accordingly, balances have been transferred at their historical cost. The combined financial statements for the periods prior to the contribution on November 12, 2013 have been prepared using Arc Terminals’ historical basis in the assets and liabilities, and include all revenues, costs, assets and liabilities attributed to Arc Terminals. | |||||||||
Use of Estimates | ' | ||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The most significant estimates relate to the valuation of acquired businesses, goodwill and intangible assets and the useful lives of intangible assets and property, plant and equipment. Actual results could differ from those estimates. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
Cash and Cash Equivalents | |||||||||
The Partnership includes demand deposits with banks and all highly liquid investments with original maturities of three months or less in cash and cash equivalents. These balances are valued at cost, which approximates fair value. | |||||||||
Trade Accounts Receivable | ' | ||||||||
Trade Accounts Receivable | |||||||||
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The Partnership reserves for specific trade accounts receivable when it is probable that all or a part of an outstanding balance will not be collected. The Partnership regularly reviews collectability and establishes or adjusts the allowance as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. There were no reserves for uncollectible amounts as of December 31, 2013 and 2012. During the year ended December 31, 2013, the Partnership wrote off less than $0.1 million of uncollectible receivables. No other amounts have been deemed uncollectible in the periods presented in the consolidated statements of operations. | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventories consist of additives which are sold to customers and mixed with the various customer-owned liquid products stored in the Partnership’s terminals. Inventories are stated at the lower of cost or estimated net realizable value. Inventory costs are determined using the first-in, first-out method. | |||||||||
Other Current Assets | ' | ||||||||
Other Current Assets | |||||||||
Other current assets consist primarily of prepaid expenses and deposits. | |||||||||
Property, Plant and Equipment | ' | ||||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment is recorded at cost, less accumulated depreciation. The Partnership owns a 50% undivided interest in the property, plant and equipment at two terminal locations. At the time of acquisition, these assets were recorded at 50% of the aggregate fair value of the related property, plant and equipment. Expenditures for routine maintenance and repairs are charged to expense as incurred. Major improvements or expenditures that extend the useful life or productive capacity of assets are capitalized. Depreciation is recorded over the estimated useful lives of the applicable assets, using the straight-line method. The estimated useful lives are as follows: | |||||||||
Building and site improvements | 5 - 40 years | ||||||||
Tanks and trim | 2 - 40 years | ||||||||
Machinery and equipment | 2 - 25 years | ||||||||
Office furniture and equipment | 3 - 10 years | ||||||||
Capitalized costs incurred by the Partnership during the year for major improvements and capital projects that are not completed as of year-end are recorded as construction in progress. Construction in progress is not depreciated until the related assets or improvements are ready for intended use. Additionally, the Partnership capitalizes interest costs as a part of the historical cost of constructing certain assets and includes such interest in the property, plant and equipment line on the balance sheet. Capitalized interest for the years ended December 31, 2013 and 2012 was $0.4 million and $0.1 million, respectively | |||||||||
Intangible Assets | ' | ||||||||
Intangible Assets | |||||||||
Intangible assets primarily consist of customer relationships, acquired contracts and a covenant not to compete which are amortized on a straight-line basis over the expected life of each intangible asset. | |||||||||
Impairment of Long-Lived Assets | ' | ||||||||
Impairment of Long-Lived Assets | |||||||||
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. | |||||||||
During the year ended December 31, 2013, events and circumstances indicated that approximately $4.7 million of assets of one of the Partnership’s terminals might be impaired. However, the Partnership’s estimate of undiscounted cash flows indicated that such carrying amounts were expected to be recovered. Nonetheless it is possible that the estimate of undiscounted cash flows may change in the near term resulting in the need to write down the carrying value of those assets. | |||||||||
No impairment charges were recorded through December 31, 2013 and 2012. | |||||||||
Goodwill | ' | ||||||||
Goodwill | |||||||||
Goodwill represents the excess of consideration paid over the fair value of net assets acquired in a business combination. Goodwill is not amortized but instead is assessed for impairment at least annually or when facts and circumstances warrant. Goodwill impairment is determined using a two-step process. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed. The second step compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. The Partnership determines the fair value of its single reporting unit by blending two valuation approaches: the income approach and a market value approach. The Partnership determined at December 31, 2013, there were no impairment charges and no event indicating an impairment has occurred. | |||||||||
No impairments were recorded against goodwill through December 31, 2013 and 2012. | |||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Beginning Balance | $ | 6,730 | $ | 6,730 | |||||
Goodwill acquired | 8,432 | — | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 6,730 | |||||
Other Assets | ' | ||||||||
Other Assets | |||||||||
Other assets consist primarily of debt issuance costs related to the Credit Facility amendment entered into in November 2013 (see “Note 7—Debt”). Debt issuance costs are capitalized and amortized over the term of the related debt using straight line amortization, which approximates the effective interest rate method. As of December 31, 2013, these costs were approximately $1.7 million. Fluctuations during the year ended December 31, 2013 included write offs of approximately $3.5 million, representing the unamortized debt issuance cost prior to the refinancing of the debt and approximately $2.9 million in deferred costs associated with the IPO that were offset against the proceeds of the IPO. | |||||||||
Investment in Unconsolidated Affiliate | ' | ||||||||
Investment in Unconsolidated Affiliate | |||||||||
In connection with the IPO, the Partnership purchased the LNG Interest from an affiliate of GE EFS for approximately $72.7 million. The Partnership accounts for the LNG Interest using the equity method of accounting. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
Revenues from leased tank storage and delivery services are recognized as the services are performed. Revenues also include the sale of excess products and additives which are mixed with customer-owned liquid products. Revenues for the sale of excess products and additives are recognized when title and risk of loss passes to the customer. | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
Taxable income or loss of the Partnership generally is required to be reported on the income tax returns of the limited partners in accordance with the terms of the partnership agreement. Accordingly, no provision has been made in the accompanying consolidated financial statements for the limited partners’ federal income taxes. There are certain entity level state income taxes that are incurred at the Partnership level and have been recorded during the years ended December 31, 2013, 2012 and 2011. | |||||||||
Tax returns for the years ended December 31, 2013, 2012, 2011, 2010 and 2009 are open to IRS and state audits. The Partnership is not aware of any uncertain tax positions as of December 31, 2013 and 2012. | |||||||||
Fair Value of Financial Instruments | ' | ||||||||
Fair Value of Financial Instruments | |||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at a specified measurement date. Fair value measurements are derived using inputs and assumptions that market participants would use in pricing an asset or liability, including assumptions about risk. GAAP establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This three-tier hierarchy classifies fair value amounts recognized or disclosed in the financial statements based on the observability of inputs used to estimate such fair values. The classification within the hierarchy of a financial asset or liability is determined based on the lowest level input that is significant to the fair value measurement. The hierarchy considers fair value amounts based on observable inputs (Level 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). At each balance sheet reporting date, the Partnership categorizes its financial assets and liabilities using this hierarchy. | |||||||||
The amounts reported in the balance sheet for cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term maturities of these instruments (Level 1). The carrying amount of the Terminal Credit Facility as well as the Partnership’s Credit Facility approximated fair value due to its short-term nature and market rate of interest (Level 2). | |||||||||
The Partnership believes that its valuation methods are appropriate and consistent with the values that would be determined by other market participants. However, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. | |||||||||
Limited Partners' Net Income Per Unit | ' | ||||||||
Limited Partners’ Net Income Per Unit | |||||||||
The Partnership uses the two-class method in the computation of earnings per unit since there is more than one participating class of securities. Basic earnings per common and subordinated unit are determined by dividing net income allocated to the common units and subordinated units, respectively, after deducting the amount allocated to the preferred unitholders, by the weighted average number of outstanding common and subordinated units, respectively, during the period. The overall computation, presentation and disclosure of the Partnership’s limited partners’ net income per unit are made in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share.” | |||||||||
Recently Issued Accounting Pronouncements | ' | ||||||||
Recently Issued Accounting Pronouncements | |||||||||
In December 2011, the FASB issued new guidance which requires an entity to disclose information about financial instruments and derivative financial instruments that have been offset within the balance sheet, or are subject to a master netting arrangement or similar agreement, regardless of whether they have been offset within the balance sheet. In January 2013, the FASB issued standards to clarify the scope of transactions subject to the disclosure provisions including derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are either offset in accordance with specific criteria established under GAAP, or that are subject to a master netting arrangement or similar agreement. Both standards are effective for interim and annual periods beginning on or after January 1, 2013, with required disclosures presented retrospectively for all comparative periods presented. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component; but does not change the current requirements for reporting net income or other comprehensive income in financial statements. The guidance requires presentation of significant amounts reclassified out of accumulated other comprehensive income into earnings by the respective line items of net income, but only if the amount reclassified is required under GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under GAAP that provide additional detail about those amounts. The standard is effective prospectively for reporting periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance that requires measurement of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date as the sum of (1) the amount the reporting entity agreed to pay on the basis of its arrangement among co-obligors and (2) any additional amount the reporting entity expects to pay on behalf of its co-obligors. Disclosures are required of the nature and amount of the obligations as well as information about such obligations. The guidance is effective for fiscal years beginning after December 15, 2013, and interim periods within those years; and should be applied retrospectively to all prior periods presented. The Partnership does not expect adoption of the new guidance to have a material impact on its financial position or results of operations. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Schedule of Estimated Useful Lives of Assets | ' | ||||||||
The estimated useful lives are as follows: | |||||||||
Building and site improvements | 5 - 40 years | ||||||||
Tanks and trim | 2 - 40 years | ||||||||
Machinery and equipment | 2 - 25 years | ||||||||
Office furniture and equipment | 3 - 10 years | ||||||||
Schedule of Goodwill | ' | ||||||||
No impairments were recorded against goodwill through December 31, 2013 and 2012. | |||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Beginning Balance | $ | 6,730 | $ | 6,730 | |||||
Goodwill acquired | 8,432 | — | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 6,730 | |||||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Gulf Coast Asphalt Company, L.L.C. [Member] | ' | ||||||||
Summary of Consideration Paid and Amounts of Assets Acquired | ' | ||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||
Consideration: | |||||||||
Cash paid to seller | $ | 25,000 | |||||||
Debt assumed | 30,000 | ||||||||
Preferred units issued | 30,000 | ||||||||
Total consideration | $ | 85,000 | |||||||
Allocation of purchase price: | |||||||||
Property and equipment | $ | 39,242 | |||||||
Intangible assets | 37,326 | ||||||||
Goodwill | 8,432 | ||||||||
Net assets acquired | $ | 85,000 | |||||||
Pro Forma Financial Results | ' | ||||||||
The following unaudited pro forma financial results for the years ended December 31, 2013 and 2012 assume the GCAC acquisition had occurred on January 1, 2012. The unaudited pro forma results reflect certain adjustments to the acquisition, such as increased depreciation and amortization expense on the fair value of the assets acquired. The following unaudited pro forma financial results are presented for comparative purposes only (in thousands, except per unit amounts): | |||||||||
Year Ended | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
(Unaudited proforma) | |||||||||
Total revenues | $ | 49,442 | $ | 34,469 | |||||
Operating income | 11,822 | 5,627 | |||||||
Net Income | $ | 15,759 | $ | 2,847 | |||||
Less: Net income attributable to preferred units | $ | 2,023 | $ | 2,400 | |||||
Net income attributable to partners’ capital | $ | 13,736 | $ | 447 | |||||
Earnings per unit - Basic: | |||||||||
Common and Subordinated | $ | 1.92 | $ | 0.07 | |||||
Earnings per unit - Diluted: | |||||||||
Common and Subordinated | $ | 1.86 | $ | 0.07 | |||||
Motiva Enterprises LLC [Member] | ' | ||||||||
Summary of Consideration Paid and Amounts of Assets Acquired | ' | ||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||
Consideration: | |||||||||
Cash paid to seller | $ | 27,000 | |||||||
Allocation of purchase price: | |||||||||
Property and equipment | $ | 36,749 | |||||||
Inventory | 19 | ||||||||
Intangible assets | 2,009 | ||||||||
Bargain purchase gain | (11,777 | ) | |||||||
Net assets acquired | $ | 27,000 | |||||||
Investment_in_Unconsolidated_A1
Investment in Unconsolidated Affiliate (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Equity Method Investments And Joint Ventures [Abstract] | ' | ||||
Schedule of Estimated Aggregate Amortization of Premium | ' | ||||
The estimated aggregate amortization of this premium for each of the five succeeding fiscal years from December 31, 2013 is as follows (in thousands): | |||||
Total | |||||
2014 | $ | 309 | |||
2015 | 309 | ||||
2016 | 309 | ||||
2017 | 309 | ||||
2018 | 309 | ||||
Thereafter | 7,062 | ||||
$ | 8,607 | ||||
Schedule of Investments | ' | ||||
Investments consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||
Balance at December 31, 2012 | $ | — | |||
Investment in Gulf LNG Holdings, LLC | 72,739 | ||||
Equity earnings | 1,307 | ||||
Distributions | (2,451 | ) | |||
Amortization of premium | (41 | ) | |||
Other comprehensive income | 492 | ||||
Balance at December 31, 2013 | $ | 72,046 | |||
Summarized Financial Information of Partnership's Equity Investment | ' | ||||
Summarized financial information as of and for the year ended December 31, 2013 for the Partnership’s equity investment is reported below (in thousands): | |||||
Balance sheets | |||||
Current assets | $ | 8,694 | |||
Noncurrent assets | 950,263 | ||||
Total assets | $ | 958,957 | |||
Current liabilities | $ | 81,173 | |||
Long-term liabilities | 770,748 | ||||
Member’s equity | 107,036 | ||||
Total liabilities and member’s equity | $ | 958,957 | |||
Income statement | |||||
Revenues | $ | 186,090 | |||
Total operating costs and expenses | 56,146 | ||||
Operating income | 129,944 | ||||
Net income | $ | 94,895 | |||
Schedule of Partners Equity Earnings in LNG Interest | ' | ||||
The Partnership calculated its equity earnings in the LNG Interest as shown in the table below (in thousands): | |||||
Gulf LNG Holdings net income for the year ended December 31, 2013 | $ | 94,895 | |||
Percentage of Net Income attributable to the Partnership from November 12, 2013 through December 31, 2013 | 13 | % | |||
Net Income attributable to the Partnership from November 12, 2013 through December 31, 2013 | $ | 12,689 | |||
Percentage of ownership in Gulf LNG Holdings | 10.3 | % | |||
Equity earnings from unconsolidated affiliate | $ | 1,307 | |||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Schedule of Property, Plant and Equipment | ' | ||||||||
The Partnership’s property, plant and equipment consisted of (in thousands): | |||||||||
As of December 31, | |||||||||
2013 | 2012 | ||||||||
Land | $ | 51,175 | $ | 20,804 | |||||
Buildings and site improvements | 34,660 | 15,310 | |||||||
Tanks and trim | 92,337 | 61,338 | |||||||
Machinery and equipment | 32,819 | 24,197 | |||||||
Office furniture and equipment | 2,334 | 1,404 | |||||||
Construction in progress | 5,003 | 4,762 | |||||||
218,328 | 127,815 | ||||||||
Less: Accumulated depreciation | (16,851 | ) | (11,015 | ) | |||||
Property, plant and equipment, net | $ | 201,477 | $ | 116,800 | |||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||
Summary of Partnership's Intangible Assets | ' | ||||||||||
The Partnership’s intangible assets consisted of (in thousands): | |||||||||||
Estimated | |||||||||||
Useful Lives | As of December 31, | ||||||||||
in Years | 2013 | 2012 | |||||||||
Customer relationships | 21 | $ | 4,785 | $ | 4,785 | ||||||
Acquired contracts | 2 - 10 | 39,900 | 1,221 | ||||||||
Noncompete agreements | 3-Feb | 741 | 85 | ||||||||
45,426 | 6,091 | ||||||||||
Less: Accumulated amortization | (7,119 | ) | (2,404 | ) | |||||||
Intangible assets, net | $ | 38,307 | $ | 3,687 | |||||||
Partners_Capital_Tables
Partners' Capital (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Schedule of Outstanding Capital Units | ' | ||||||||||||
As a result of the recapitalization in connection with the IPO, the number of units outstanding was adjusted on a retroactive basis, which is reflected in the table below: | |||||||||||||
Preferred Units | Limited Partner | Limited Partner | |||||||||||
Common Units | Subordinated Units | ||||||||||||
Units outstanding at December 31, 2011 | — | 80,302 | 6,022,655 | ||||||||||
Units outstanding at December 31, 2012 | — | 80,302 | 6,022,655 | ||||||||||
Issuance of preferred units | 1,500,000 | — | — | ||||||||||
Contribution of preferred units (1) | (1,500,000 | ) | 779 | 58,426 | |||||||||
Issuance of common units | — | 6,786,869 | — | ||||||||||
Units outstanding at December 31, 2013 | — | 6,867,950 | 6,081,081 | ||||||||||
-1 | GCAC contributed its preferred units in Arc Terminals LP in exchange for 779 common units and 58,426 subordinated units in the Partnership and $29.8 million in cash. | ||||||||||||
Percentage of Incentive Distribution Rights to Partnership's Unitholders and General Partner | ' | ||||||||||||
the Partnership’s unitholders and the General Partner, as the initial holder of the incentive distribution rights, will receive distributions according to the following percentage allocations: | |||||||||||||
Marginal Percentage | |||||||||||||
Interest | |||||||||||||
in Distributions | |||||||||||||
Total Quarterly Distribution Per Unit Target Amount | Unitholders | General | |||||||||||
Partner | |||||||||||||
above $0.3875 up to $0.4456 | 100 | % | 0 | % | |||||||||
above $0.4456 up to $0.4844 | 85 | % | 15 | % | |||||||||
above $0.4844 up to $0.5813 | 75 | % | 25 | % | |||||||||
above $0.5813 | 50 | % | 50 | % |
Earnings_Per_Unit_EPU_Tables
Earnings Per Unit ("EPU") (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Schedule of Earnings Per Unit | ' | ||||||||||||
As a result of the recapitalization in connection with the IPO, earnings per unit was adjusted on a retroactive basis. | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net Income | $ | 12,831 | $ | 5,423 | $ | 5,366 | |||||||
Less: preferred unit distributions | 1,770 | — | — | ||||||||||
Less: earnings attributable to preferred units | 1,423 | — | — | ||||||||||
Undistributed earnings | $ | 9,638 | $ | 5,423 | $ | 5,366 | |||||||
Numerator for basic earnings per limited partner unit: | |||||||||||||
Allocation of net income among limited partner interests: | |||||||||||||
Net income allocated to common unitholders | $ | 247 | $ | 71 | $ | 71 | |||||||
Net income allocated to subordinated unitholders | $ | 9,391 | $ | 5,352 | $ | 5,295 | |||||||
Net income allocated to limited partners: | $ | 9,638 | $ | 5,423 | $ | 5,366 | |||||||
Denominator for basic earnings per limited partner unit: | |||||||||||||
Common units | 1,069 | 80 | 80 | ||||||||||
Subordinated units | 6,031 | 6,023 | 6,023 | ||||||||||
Total basic units outstanding | 7,100 | 6,103 | 6,103 | ||||||||||
Earnings per limited partner unit, basic: | |||||||||||||
Common units | $ | 0.23 | $ | 0.89 | $ | 0.88 | |||||||
Subordinated units | $ | 1.56 | $ | 0.89 | $ | 0.88 | |||||||
Numerator for diluted earnings per limited partner unit: | |||||||||||||
Allocation of net income among limited partner interests: | |||||||||||||
Net income allocated to common unitholders | $ | 247 | $ | 71 | $ | 71 | |||||||
Net income allocated to subordinated unitholders | $ | 9,391 | $ | 5,352 | $ | 5,295 | |||||||
Net income allocated to limited partners: | $ | 9,638 | $ | 5,423 | $ | 5,366 | |||||||
Denominator for diluted earnings per limited partner unit: | |||||||||||||
Common units | 2,583 | 80 | 80 | ||||||||||
Subordinated units | 6,031 | 6,023 | 6,023 | ||||||||||
Total diluted units outstanding | 8,614 | 6,103 | 6,103 | ||||||||||
Earnings per limited partner unit, diluted: | |||||||||||||
Common units | $ | 0.1 | $ | 0.89 | $ | 0.88 | |||||||
Subordinated units | $ | 1.56 | $ | 0.89 | $ | 0.88 | |||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||
Schedule of Revenue from Related Parties | ' | ||||||||||||
The total revenues associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the Revenues—Related parties line on the consolidated statements of operations are as follows: | |||||||||||||
For the Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Center Oil | $ | 7,587 | $ | 9,663 | $ | 10,441 | |||||||
GCAC | 592 | — | — | ||||||||||
Total | $ | 8,179 | $ | 9,663 | $ | 10,441 | |||||||
Schedule of Accounts Receivable Due From Related Parties | ' | ||||||||||||
The total receivables associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the Due from related parties line on the consolidated balance sheets are as follows: | |||||||||||||
As of December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Center Oil | $ | 536 | $ | 842 | |||||||||
GCAC | 186 | — | |||||||||||
Total | $ | 722 | $ | 842 | |||||||||
Major_Customers_Tables
Major Customers (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||||||
Schedules of Percentages of Revenues and Receivables Associated with Significant Customers | ' | ||||||||||||||||||||
The following table presents the percentages of revenues and receivables associated with our significant customers (those that have accounted for 10% or more of our revenues in a given period) for the periods indicated: | |||||||||||||||||||||
% of Revenues | % of Receivables | ||||||||||||||||||||
For the Year Ended December 31, | As of December 31, | ||||||||||||||||||||
2013 | 2012 | 2011 | 2013 | 2012 | |||||||||||||||||
Center Oil | 16 | % | 42 | % | 50 | % | 10 | % | 46 | % | |||||||||||
Specialty Fuels, Inc. (1) | N/A | N/A | 10 | % | N/A | N/A | |||||||||||||||
Total percentages associated with significant customers | 16 | % | 42 | % | 60 | % | 10 | % | 46 | % | |||||||||||
-1 | Specialty Fuels, Inc. was not a top five customer for the years ended December 31, 2013 and 2012. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Future Non-Cancelable Commitments Related to Certain Contractual Obligations | ' | ||||||||||||||||||||||||
Future non-cancelable commitments related to certain contractual obligations as of December 31, 2013 are presented below (in thousands): | |||||||||||||||||||||||||
Payments Due by Period (in thousands) | |||||||||||||||||||||||||
Total | 2014 | 2015 | 2016 | 2017 | 2018 | ||||||||||||||||||||
Long-term debt obligations | $ | 105,563 | $ | — | $ | — | $ | — | $ | — | $ | 105,563 | |||||||||||||
Operating lease obligations | 530 | 248 | 150 | 132 | — | — | |||||||||||||||||||
Total | $ | 106,093 | $ | 248 | $ | 150 | $ | 132 | $ | — | $ | 105,563 | |||||||||||||
Quarterly_Financial_Data_Table
Quarterly Financial Data (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Quarterly Financial Data | ' | ||||||||||||||||
(in thousands, except per unit data) | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2013:00:00 | |||||||||||||||||
Revenues | $ | 9,608 | $ | 13,096 | $ | 12,625 | $ | 12,512 | |||||||||
Operating income | $ | (17 | ) | $ | 2,837 | $ | 2,733 | $ | 2,804 | ||||||||
Net Income | $ | 9,857 | $ | 1,338 | $ | 1,274 | $ | 361 | |||||||||
Less: Net income attributable to preferred units | $ | 347 | $ | 600 | $ | 600 | $ | 223 | |||||||||
Net income attributable to partners' capital | $ | 9,511 | $ | 738 | $ | 674 | $ | 138 | |||||||||
Net income per limited partner unit, basic: | |||||||||||||||||
Common units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0.03 | |||||||||
Subordinated units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0 | |||||||||
Net income per limited partner unit, diluted: | |||||||||||||||||
Common units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0.01 | |||||||||
Subordinated units | $ | 1.37 | $ | 0.1 | $ | 0.09 | $ | 0 | |||||||||
Weighted average number of limited partners units outstanding, basic: | |||||||||||||||||
Common units | 80 | 80 | 80 | 4,035 | |||||||||||||
Subordinated units | 6,023 | 6,023 | 6,023 | 6,058 | |||||||||||||
Weighted average number of limited partners units outstanding, diluted: | |||||||||||||||||
Common units | 80 | 80 | 80 | 10,093 | |||||||||||||
Subordinated units | 6,023 | 6,023 | 6,023 | — | |||||||||||||
(in thousands, except per unit data) | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2012:00:00 | |||||||||||||||||
Revenues | $ | 6,548 | $ | 5,491 | $ | 5,024 | $ | 5,801 | |||||||||
Operating income | $ | 2,445 | $ | 1,432 | $ | 1,266 | $ | 1,639 | |||||||||
Net Income | $ | 2,128 | $ | 1,093 | $ | 918 | $ | 1,284 | |||||||||
Net income per limited partner unit: | |||||||||||||||||
Common units (basic and diluted) | $ | 0.35 | $ | 0.18 | $ | 0.15 | $ | 0.21 | |||||||||
Subordinated units (basic and diluted) | $ | 0.35 | $ | 0.18 | $ | 0.15 | $ | 0.21 | |||||||||
Weighted average number of limited partners units outstanding: | |||||||||||||||||
Common units (basic and diluted) | 80 | 80 | 80 | 80 | |||||||||||||
Subordinated units (basic and diluted) | 6,023 | 6,023 | 6,023 | 6,023 | |||||||||||||
Organization_Additional_Inform
Organization - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | ||
Jan. 31, 2012 | Dec. 31, 2013 | Nov. 18, 2013 | Nov. 12, 2013 | Nov. 30, 2013 | Nov. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Limited Partners [Member] | Limited Partners [Member] | Limited Partners [Member] | Gulf LNG Holdings [Member] | GE EFS [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Lightfoot Capital Partners LP [Member] | |||
Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | ||||||
Organization [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Limited liability company interest | ' | ' | ' | ' | ' | 10.30% | ' | ' | ' |
Common units issued in initial public offering | ' | ' | 786,869 | 6,000,000 | 6,786,869 | ' | ' | ' | ' |
Common units issued, per unit | ' | ' | $19 | $19 | $19 | ' | ' | ' | ' |
Purchase of LNG Interest from an affiliate | ' | $72,740,000 | ' | ' | ' | ' | $72,700,000 | ' | ' |
Net proceeds from Offering | ' | 120,200,000 | ' | ' | ' | ' | ' | ' | ' |
Cash distribution | ' | ' | ' | ' | ' | ' | ' | 29,800,000 | ' |
Intercompany payables | ' | ' | ' | ' | ' | ' | ' | ' | 6,600,000 |
Restated Credit Facility | ($20,000,000) | $6,000,000 | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Location | ||
Schedule Of Accounting Policies [Line Items] | ' | ' |
Cash and cash equivalents original maturities | 'Three months or less | ' |
Uncollectible reserves | $0 | $0 |
Number of terminal locations | 2 | ' |
Capitalized interest | 1,700,000 | ' |
Impairment charges | 0 | 0 |
Goodwill impairments | 0 | 0 |
Write off of unamortized debt issuance costs | 3,500,000 | ' |
Deferred costs associated with IPO | 2,900,000 | ' |
Purchase price of LNG Interest | 72,700,000 | ' |
Partnership's Terminal [Member] | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' |
Approximate long-lived assets of one of the partnership's terminal | 4,700,000 | ' |
Maximum [Member] | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' |
Partnership wrote off uncollectible receivables | 100,000 | ' |
Property, Plant and Equipment [Member] | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' |
Valuation percentage of assets at the time of acquisition | 50.00% | ' |
Capitalized interest | $400,000 | $100,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | Building and Site Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '5 years |
Minimum [Member] | Tanks and Trim [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '2 years |
Minimum [Member] | Machinery and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '2 years |
Minimum [Member] | Office Furniture and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '3 years |
Maximum [Member] | Building and Site Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '40 years |
Maximum [Member] | Tanks and Trim [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '40 years |
Maximum [Member] | Machinery and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '25 years |
Maximum [Member] | Office Furniture and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful life | '10 years |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Goodwill (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Beginning Balance | $6,730 | $6,730 |
Goodwill acquired | 8,432 | ' |
Impairment | 0 | 0 |
Ending Balance | $15,162 | $6,730 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Feb. 28, 2013 | |
Brooklyn [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Motiva Enterprises LLC [Member] | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Total consideration | ' | ' | ' | ' | $85,000,000 | ' | ' |
Cash paid to seller | ' | ' | ' | ' | 25,000,000 | ' | 27,000,000 |
Debt assumed | ' | ' | ' | ' | 30,000,000 | ' | ' |
Preferred units issued | ' | ' | ' | ' | 30,000,000 | ' | ' |
Identifiable assets acquired, fair value | ' | ' | ' | ' | 76,600,000 | ' | ' |
Goodwill | 15,162,000 | 6,730,000 | 6,730,000 | ' | 8,400,000 | ' | ' |
Transaction costs | ' | ' | ' | ' | 1,900,000 | ' | 1,500,000 |
Earnout payments | ' | ' | ' | ' | 5,000,000 | 0 | ' |
Earnout payments condition | ' | ' | ' | ' | 'i) the throughput activity of one customer over the next three years or ii) from the closing date through February 8, 2014 any modifications to the acquired contracts whereby the revenue contribution to the Partnership is increased with an offset for any required capital investments made by the Partnership for the contract modifications. | ' | ' |
Total revenue | 49,442,000 | 34,469,000 | ' | 6,000,000 | ' | 18,100,000 | ' |
Operating income | 11,822,000 | 5,627,000 | ' | 3,500,000 | ' | 9,700,000 | ' |
Identifiable assets acquired, fair value | ' | ' | ' | ' | ' | ' | 38,800,000 |
Bargain purchase gain | $11,777,000 | ' | ' | ' | ' | ' | $11,777,000 |
Acquisitions_Summary_of_Consid
Acquisitions - Summary of Consideration Paid and Amounts of Assets Acquired (Detail) (USD $) | 12 Months Ended | 1 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 28, 2013 | Feb. 28, 2013 |
Motiva Enterprises LLC [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | ||||
Consideration: | ' | ' | ' | ' | ' |
Cash paid to seller | ' | ' | ' | $27,000 | $25,000 |
Debt assumed | ' | ' | ' | ' | 30,000 |
Preferred units issued | ' | ' | ' | ' | 30,000 |
Total consideration | ' | ' | ' | ' | 85,000 |
Allocation of purchase price: | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | 36,749 | 39,242 |
Inventory | ' | ' | ' | 19 | ' |
Intangible assets | ' | ' | ' | 2,009 | 37,326 |
Goodwill | 15,162 | 6,730 | 6,730 | ' | 8,432 |
Bargain purchase gain | -11,777 | ' | ' | -11,777 | ' |
Net assets acquired | ' | ' | ' | 38,800 | 85,000 |
Net assets acquired | ' | ' | ' | $27,000 | ' |
Acquisitions_Pro_Forma_Financi
Acquisitions - Pro Forma Financial Results (Detail) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Business Combinations [Abstract] | ' | ' |
Total revenues | $49,442 | $34,469 |
Operating income | 11,822 | 5,627 |
Net Income | 15,759 | 2,847 |
Less: Net income attributable to preferred units | 2,023 | 2,400 |
Net income attributable to partners' capital | $13,736 | $447 |
Earnings per unit - Basic: | ' | ' |
Common and Subordinated | $1.92 | $0.07 |
Earnings per unit - Diluted: | ' | ' |
Common and Subordinated | $1.86 | $0.07 |
Investment_in_Unconsolidated_A2
Investment in Unconsolidated Affiliate - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule of Investments [Line Items] | ' | ' |
IPO purchase price of LNG Interest | $72,700,000 | ' |
Purchase price excess paid over the carrying value | 8,432,000 | ' |
Maximum [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Percentage of investments | 50.00% | ' |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
IPO purchase price of LNG Interest | 72,700,000 | ' |
Carrying value of LNG Interest | 64,100,000 | ' |
Purchase price excess paid over the carrying value | $8,600,000 | ' |
Long lived assets amortization period | '28 years | ' |
Investment_in_Unconsolidated_A3
Investment in Unconsolidated Affiliate - Schedule of Estimated Aggregate Amortization of Premium (Detail) (Gulf LNG Holdings Group, LLC Acquisition [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ' |
Business Acquisition [Line Items] | ' |
Estimated future amortization expense, 2014 | $309 |
Estimated future amortization expense, 2015 | 309 |
Estimated future amortization expense, 2016 | 309 |
Estimated future amortization expense, 2017 | 309 |
Estimated future amortization expense, 2018 | 309 |
Estimated future amortization expense, thereafter | 7,062 |
Property, plant and equipment, net | $8,607 |
Investment_in_Unconsolidated_A4
Investment in Unconsolidated Affiliate - Schedule of Investments (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Investments in and Advances to Affiliates [Line Items] | ' |
Beginning balance | ' |
Equity earnings | 1,307 |
Distributions | -2,451 |
Amortization of premiums | -41 |
Other comprehensive income | 492 |
Ending balance | 72,046 |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ' |
Investments in and Advances to Affiliates [Line Items] | ' |
Investment in Gulf LNG Holdings, LLC | $72,739 |
Investment_in_Unconsolidated_A5
Investment in Unconsolidated Affiliate - Summarized Financial Information of Partnership's Equity Investment (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Balance sheets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current assets | $10,658 | ' | ' | ' | $3,651 | ' | ' | ' | $10,658 | $3,651 | ' |
Total assets | 339,366 | ' | ' | ' | 131,764 | ' | ' | ' | 339,366 | 131,764 | ' |
Current liabilities | 6,411 | ' | ' | ' | 3,721 | ' | ' | ' | 6,411 | 3,721 | ' |
Total liabilities and partners' capital | 339,366 | ' | ' | ' | 131,764 | ' | ' | ' | 339,366 | 131,764 | ' |
Income statement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | 12,512 | 12,625 | 13,096 | 9,608 | 5,801 | 5,024 | 5,491 | 6,548 | 47,841 | 22,864 | 21,029 |
Total operating costs and expenses | ' | ' | ' | ' | ' | ' | ' | ' | 39,483 | 16,082 | 15,148 |
Operating income | 2,804 | 2,733 | 2,837 | -17 | 1,639 | 1,266 | 1,432 | 2,445 | 8,358 | 6,782 | 5,881 |
Net income | 138 | 674 | 738 | 9,511 | ' | ' | ' | ' | 11,061 | 5,423 | 5,366 |
Partnership's Equity Investment [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance sheets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current assets | 8,694 | ' | ' | ' | ' | ' | ' | ' | 8,694 | ' | ' |
Noncurrent assets | 950,263 | ' | ' | ' | ' | ' | ' | ' | 950,263 | ' | ' |
Total assets | 958,957 | ' | ' | ' | ' | ' | ' | ' | 958,957 | ' | ' |
Current liabilities | 81,173 | ' | ' | ' | ' | ' | ' | ' | 81,173 | ' | ' |
Long-term liabilities | 770,748 | ' | ' | ' | ' | ' | ' | ' | 770,748 | ' | ' |
Member's equity | 107,036 | ' | ' | ' | ' | ' | ' | ' | 107,036 | ' | ' |
Total liabilities and partners' capital | 958,957 | ' | ' | ' | ' | ' | ' | ' | 958,957 | ' | ' |
Income statement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 186,090 | ' | ' |
Total operating costs and expenses | ' | ' | ' | ' | ' | ' | ' | ' | 56,146 | ' | ' |
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 129,944 | ' | ' |
Net income | ' | ' | ' | ' | ' | ' | ' | ' | $94,895 | ' | ' |
Investment_in_Unconsolidated_A6
Investment in Unconsolidated Affiliate - Schedule of Partners Equity Earnings in LNG Interest (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 31, 2013 |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ||||||||
Net Investment Income [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Gulf LNG Holdings net income for the year ended December 31, 2013 | $138 | $674 | $738 | $9,511 | $11,061 | $5,423 | $5,366 | $94,895 |
Percentage of Net Income attributable to the Partnership from November 12, 2013 through December 31, 2013 | ' | ' | ' | ' | ' | ' | ' | 13.00% |
Net Income attributable to the Partnership from November 12, 2013 through December 31, 2013 | ' | ' | ' | ' | ' | ' | ' | 12,689 |
Percentage of ownership in Gulf LNG Holdings | ' | ' | ' | ' | ' | ' | ' | 10.30% |
Equity earnings from unconsolidated affiliate | ' | ' | ' | ' | ' | ' | ' | $1,307 |
Property_Plant_and_Equipment_S
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $218,328 | $127,815 |
Less: Accumulated depreciation | -16,851 | -11,015 |
Property, plant and equipment, net | 201,477 | 116,800 |
Land [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 51,175 | 20,804 |
Building and Site Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 34,660 | 15,310 |
Tanks and Trim [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 92,337 | 61,338 |
Machinery and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 32,819 | 24,197 |
Office Furniture and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 2,334 | 1,404 |
Construction in Progress [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $5,003 | $4,762 |
Intangible_Assets_Summary_of_P
Intangible Assets - Summary of Partnership's Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | $45,426 | $6,091 |
Less: Accumulated amortization | -7,119 | -2,404 |
Intangible assets, net | 38,307 | 3,687 |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '21 years | ' |
Intangible assets, gross | 4,785 | 4,785 |
Contract-Based Intangible Assets [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | 39,900 | 1,221 |
Contract-Based Intangible Assets [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '2 years | ' |
Contract-Based Intangible Assets [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '10 years | ' |
Noncompete Agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | $741 | $85 |
Noncompete Agreements [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '2 years | ' |
Noncompete Agreements [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '3 years | ' |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | Dec. 31, 2013 |
In Millions, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Estimated future amortization expense, 2014 | $5.10 |
Estimated future amortization expense, 2015 | 4.3 |
Estimated future amortization expense, 2016 | 3.9 |
Estimated future amortization expense, 2017 | 3.9 |
Estimated future amortization expense, 2018 | 3.9 |
Estimated future amortization expense, thereafter | $17.20 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||||||||||||||||
Nov. 12, 2013 | Jan. 31, 2012 | Oct. 31, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 31, 2010 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Jan. 31, 2012 | Aug. 31, 2010 | Oct. 31, 2007 | Aug. 31, 2010 | Oct. 31, 2007 | Feb. 28, 2013 | Jan. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 28, 2013 | Feb. 28, 2013 | Jan. 31, 2012 | Feb. 28, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | |
Minimum [Member] | Maximum [Member] | Standby Letters of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Term Loan [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | ||||||||
Minimum [Member] | One Month Libor [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Motiva [Member] | Maximum [Member] | Senior Notes [Member] | Maximum [Member] | Base Rate [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | One-Month LIBOR Rate [Member] | Federal Funds Rate [Member] | ||||||||||||||||||||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||||||||||||||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility borrowing capacity | ' | ' | $10,000,000 | ' | ' | ' | $20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | $65,000,000 | $40,000,000 | ' | ' | ' | ' | ' | $65,000,000 | $175,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of commitments under the Credit Facility | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublimit for issuance of swing line loans | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublimit for letters of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility, maturity date | ' | ' | ' | 12-Nov-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis points spread on floating rate debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 2.00% | 2.00% | 3.00% | 1.00% | 0.50% |
Commitment fee percentage on unused portion of facility | ' | ' | 1.00% | ' | ' | ' | ' | 0.38% | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of increase in interest rate on default exists | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum credit facility to be maintained as per credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 3.75 | ' | ' | ' | ' | ' | ' | 4.5 | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in Partnership leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' |
Future issuance of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000,000 | ' | ' | ' | ' | ' | ' | ' |
Minimum fixed charge ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum secured leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.5 | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit, initiation date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'January 2012 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit loan term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility borrowing amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,000,000 | ' | 30,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility borrowing amount | ' | 20,000,000 | ' | -6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Decrease in Partnership leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | 3.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum fixed charge ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.25 | 1.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.47% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional credit facility amount borrowed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55,000,000 | 27,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate description | ' | ' | ' | 'One month London Interbank Offer Rate ("LIBOR") plus 2.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit, interest rate floor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Aug-11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ratio of Earnings Before Income Taxes Depreciation and Amortization to designated expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions in excess, amount | ' | ' | ' | ' | 6,081,000 | 8,245,000 | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extended credit facility maturity date | ' | ' | ' | 'March 2012 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extinguishment of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred_Units_Additional_Inf
Preferred Units - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 28, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Gulf Coast Asphalt Company, L.L.C. [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Preferred Units [Member] | ||||
Preferred Units [Line Items] | ' | ' | ' | ' | ' | ' |
Preferred units issued | ' | ' | ' | 1,500,000 | ' | ' |
Consideration transferred in exchange of preferred units | $30,000,000 | ' | ' | $30,000,000 | ' | ' |
Percentage of preferred units annual distributions | 8.00% | ' | ' | ' | ' | ' |
Period of preferred unit annual distributions paid | '45 days | ' | ' | ' | ' | ' |
Percentage of interest rate on unpaid distribution dividend | 8.00% | ' | ' | ' | ' | ' |
Common units | ' | ' | ' | ' | 779 | ' |
Subordinated units | ' | ' | ' | ' | 58,426 | ' |
Cash | ' | ' | ' | ' | 29,000,000 | ' |
Cash distributions to preferred unit holders | ' | $6,081,000 | $8,245,000 | ' | ' | $1,800,000 |
Partners_Capital_Additional_In
Partners' Capital - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 18, 2013 | Nov. 12, 2013 | Nov. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Lightfoot Capital Partners LP [Member] | Center Oil [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Limited Partners [Member] | Limited Partners [Member] | Limited Partners [Member] | Common Units [Member] | Subordinated Units [Member] | All Unitholders [Member] | ||
Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units issued in initial public offering | ' | ' | ' | ' | 786,869 | 6,000,000 | 6,786,869 | ' | ' | ' |
Common units issued, per unit | ' | ' | ' | ' | $19 | $19 | $19 | ' | ' | ' |
Common units | ' | 68,617 | 11,685 | 779 | ' | ' | ' | ' | ' | ' |
Subordinated units | ' | 5,146,264 | 876,391 | 58,426 | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | $29.80 | ' | ' | ' | ' | ' | ' |
Proceeds from offering through underwriters | $120.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of incentive distribution rights in Partnership | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash distribution after period end of each quarter | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common and subordinated units distribution | 'Partnership expects to distribute to the holders of common and subordinated units on a quarterly basis at least the minimum quarterly distribution of $0.3875 per unit, or $1.55 per unit on an annualized basis | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash distribution received, per unit | ' | ' | ' | ' | ' | ' | ' | $0.39 | $0.39 | $0.45 |
Annualized minimum quarterly distribution on each outstanding common and subordinated units | 150.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common and subordinated units for each three consecutive, non-overlapping four quarter periods | $2.33 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common and subordinated units on incentive distribution rights four-quarter period | $1.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion basis | 'When the subordination period ends, all subordinated units will convert into common units on a one-for-one basis, and all common units thereafter will no longer be entitled to arrearages. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partners_Capital_Schedule_of_O
Partners' Capital - Schedule of Outstanding Capital Units (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2010 | |
Preferred Units [Member] | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' |
Preferred units issued | 1,500,000 | ' |
Contribution of preferred units | -1,500,000 | ' |
Limited Partner Common Units [Member] | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' |
Units outstanding, beginning balance | 80,302 | 80,302 |
Contribution of preferred units | 779 | ' |
Common units issued | 6,786,869 | ' |
Units outstanding, ending balance | 6,867,950 | 80,302 |
Limited Partner Subordinated Units [Member] | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' |
Units outstanding, beginning balance | 6,022,655 | 6,022,655 |
Contribution of preferred units | 58,426 | ' |
Units outstanding, ending balance | 6,081,081 | 6,022,655 |
Partners_Capital_Schedule_of_O1
Partners' Capital - Schedule of Outstanding Capital Units (Parenthetical) (Detail) (Gulf Coast Asphalt Company, L.L.C. [Member], USD $) | 12 Months Ended |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 |
Gulf Coast Asphalt Company, L.L.C. [Member] | ' |
Limited Partners' Capital Account [Line Items] | ' |
Common units | 779 |
Subordinated units | 58,426 |
Cash | $29.80 |
Partners_Capital_Percentage_of
Partners' Capital - Percentage of Incentive Distribution Rights to Partnership's Unitholders and General Partner (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Above $0.3875 up to $0.4456 [Member] | Unitholders [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 100.00% |
Above $0.3875 up to $0.4456 [Member] | General Partner [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 0.00% |
Above $0.4456 up to $0.4844 [Member] | Unitholders [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 85.00% |
Above $0.4456 up to $0.4844 [Member] | General Partner [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 15.00% |
Above $0.4844 up to $0.5813 [Member] | Unitholders [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 75.00% |
Above $0.4844 up to $0.5813 [Member] | General Partner [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 25.00% |
Above $0.5813 [Member] | Unitholders [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 50.00% |
Above $0.5813 [Member] | General Partner [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 50.00% |
Partners_Capital_Percentage_of1
Partners' Capital - Percentage of Incentive Distribution Rights to Partnership's Unitholders and General Partner (Parenthetical) (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | Above $0.3875 up to $0.4456 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.39 |
Minimum [Member] | Above $0.4456 up to $0.4844 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.45 |
Minimum [Member] | Above $0.4844 up to $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.48 |
Minimum [Member] | Above $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.58 |
Maximum [Member] | Above $0.3875 up to $0.4456 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.45 |
Maximum [Member] | Above $0.4456 up to $0.4844 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.48 |
Maximum [Member] | Above $0.4844 up to $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.58 |
Earnings_Per_Unit_EPU_Schedule
Earnings Per Unit ("EPU") - Schedule of Earnings Per Unit (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | $361 | $1,274 | $1,338 | $9,857 | $1,284 | $918 | $1,093 | $2,128 | $12,831 | $5,423 | $5,366 |
Less: preferred unit distributions | 223 | 600 | 600 | 347 | ' | ' | ' | ' | 1,770 | ' | ' |
Less: earnings attributable to preferred units | ' | ' | ' | ' | ' | ' | ' | ' | 1,423 | ' | ' |
Undistributed earnings | ' | ' | ' | ' | ' | ' | ' | ' | 9,638 | 5,423 | 5,366 |
Numerator for basic earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income allocated to limited partners, basic | ' | ' | ' | ' | ' | ' | ' | ' | 9,638 | 5,423 | 5,366 |
Denominator for basic earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total basic units outstanding | 4,035 | 80 | 80 | 80 | ' | ' | ' | ' | 7,100 | 6,103 | 6,103 |
Numerator for diluted earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income allocated to limited partners, diluted | ' | ' | ' | ' | ' | ' | ' | ' | 9,638 | 5,423 | 5,366 |
Denominator for diluted earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total diluted units outstanding | 10,093 | 80 | 80 | 80 | ' | ' | ' | ' | 8,614 | 6,103 | 6,103 |
Common Units [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator for basic earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income allocated to limited partners, basic | ' | ' | ' | ' | ' | ' | ' | ' | 247 | 71 | 71 |
Denominator for basic earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total basic units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 1,069 | 80 | 80 |
Earnings per limited partner unit, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per limited partner unit, basic | $0.03 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $0.23 | $0.89 | $0.88 |
Numerator for diluted earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income allocated to limited partners, diluted | ' | ' | ' | ' | ' | ' | ' | ' | 247 | 71 | 71 |
Denominator for diluted earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total diluted units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 2,583 | 80 | 80 |
Earnings per limited partner unit, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per limited partner unit, diluted | $0.01 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $0.10 | $0.89 | $0.88 |
Subordinated Units [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator for basic earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income allocated to limited partners, basic | ' | ' | ' | ' | ' | ' | ' | ' | 9,391 | 5,352 | 5,295 |
Denominator for basic earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total basic units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 6,031 | 6,023 | 6,023 |
Earnings per limited partner unit, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per limited partner unit, basic | $0 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $1.56 | $0.89 | $0.88 |
Numerator for diluted earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income allocated to limited partners, diluted | ' | ' | ' | ' | ' | ' | ' | ' | $9,391 | $5,352 | $5,295 |
Denominator for diluted earnings per limited partner unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total diluted units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 6,031 | 6,023 | 6,023 |
Earnings per limited partner unit, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per limited partner unit, diluted | $0 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $1.56 | $0.89 | $0.88 |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segment | 1 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 31, 2010 | Oct. 31, 2007 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | 31-May-13 | 31-May-11 | Feb. 28, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Gulf Coast Asphalt Company, L.L.C. [Member] | Center Oil [Member] | Gulf LNG Holdings [Member] | Preferred Units [Member] | Limited Partners [Member] | Limited Partners [Member] | Limited Partners [Member] | Limited Partners [Member] | General Partner [Member] | General Partner [Member] | General Partner [Member] | ||||||
bbl | Terminal | Gulf Coast Asphalt Company, L.L.C. [Member] | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | ||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling, general and administrative expenses-affiliate | $2,484,000 | $2,592,000 | $2,614,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,500,000 | $2,600,000 | $2,600,000 |
Due to general partner | 127,000 | 216,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | 200,000 | ' |
Registration rights agreement | 'In connection with the IPO, the Partnership entered into a registration rights agreement with the Sponsor. Pursuant to the registration rights agreement, the Partnership is required to file a registration statement to register the common units issued to the Sponsor and the common units issuable upon the conversion of the subordinated units upon request of the Sponsor. In addition, the registration rights agreement gives the Sponsor piggyback registration rights under certain circumstances. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership in Gulf LNG Holdings | ' | ' | ' | ' | ' | ' | ' | 10.30% | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from the IPO | 117,296,000 | ' | ' | ' | ' | ' | ' | 72,700,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership's credit facility | ' | ' | ' | 20,000,000 | 10,000,000 | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash paid for Partnership acquired | ' | ' | ' | ' | ' | 25,000,000 | 35,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of terminals acquired | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership units issued on acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000 | ' | ' | ' |
Written notification for termination of agreement | ' | ' | ' | ' | ' | 'These agreements can be mutually extended by both parties as long as the extension is agreed to 180 days prior to the end of the initial termination date, otherwise the Partnership has the right to lease the storage capacity to any third party. | 'The term of the storage and throughput agreement extends through June 2017. The agreement can be terminated by either party upon written notification of such party's intent to terminate this agreement at the expiration of such applicable term and must be received by the other party not later than eighteen months prior to the expiration of the applicable term. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement extension, month and year | ' | ' | ' | ' | ' | ' | '2017-06 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement renewal term | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '1 year | '1 year | '1 year | ' | ' | ' | ' |
Valuation percentage of assets at the time of acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' |
Agreement renewal, month and year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2015-05 | '2015-05 | ' | ' | ' | ' |
Partnership acquired terminals assets, debt | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership acquired terminals assets | ' | ' | ' | ' | ' | ' | ' | ' | $30,000,000 | ' | ' | ' | ' | ' | ' | ' |
Number of barrels of storage tanks | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial term of agreement | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Sch
Related Party Transactions - Schedule of Revenue from Related Parties (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' |
Related parties | $8,179 | $9,663 | $10,441 |
Gulf Coast Asphalt Company, L.L.C. [Member] | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' |
Related parties | 592 | ' | ' |
Center Oil [Member] | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' |
Related parties | $7,587 | $9,663 | $10,441 |
Related_Party_Transactions_Sch1
Related Party Transactions - Schedule of Accounts Receivable Due From Related Parties (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Notes Receivable Related Parties [Line Items] | ' | ' |
Due from related parties | $722 | $842 |
Gulf Coast Asphalt Company, L.L.C. [Member] | ' | ' |
Notes Receivable Related Parties [Line Items] | ' | ' |
Due from related parties | 186 | ' |
Center Oil [Member] | ' | ' |
Notes Receivable Related Parties [Line Items] | ' | ' |
Due from related parties | $536 | $842 |
Major_Customers_Additional_Inf
Major Customers - Additional Information (Detail) (Revenues [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | 16.00% | 42.00% | 60.00% |
Minimum [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | 10.00% | ' | ' |
Major_Customers_Schedules_of_P
Major Customers - Schedules of Percentages of Revenues and Receivables Associated with Significant Customers (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Revenues [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | 16.00% | 42.00% | 60.00% |
Receivables [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | 10.00% | 46.00% | ' |
Center Oil [Member] | Revenues [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | 16.00% | 42.00% | 50.00% |
Center Oil [Member] | Receivables [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | 10.00% | 46.00% | ' |
Specialty Fuels, Inc. [Member] | Revenues [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | ' | ' | 10.00% |
Specialty Fuels, Inc. [Member] | Receivables [Member] | ' | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' | ' |
Total percentages associated with significant customers | ' | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 |
Gulf Coast Asphalt Company, L.L.C. [Member] | |||
Operating Leased Assets [Line Items] | ' | ' | ' |
Accruals for environmental losses | $0 | $0 | ' |
Contingent cash earnout payments | ' | ' | 5,000,000 |
Additional cash earnout payments | ' | ' | 0 |
Cash earnout payments accrued | ' | ' | $0 |
Cash earnout payments closing date | ' | ' | 8-Feb-14 |
Cash earnout payments period | ' | ' | '3 years |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Non-Cancelable Commitments Related to Certain Contractual Obligations (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Contractual Obligation Fiscal Year Maturity Schedule [Abstract] | ' |
Long-term debt obligations, Total | $105,563 |
Long-term debt obligations, 2014 | ' |
Long-term debt obligations, 2015 | ' |
Long-term debt obligations, 2016 | ' |
Long-term debt obligations, 2017 | ' |
Long-term debt obligations, 2018 | 105,563 |
Operating lease obligations, Total | 530 |
Operating lease obligations, 2014 | 248 |
Operating lease obligations, 2015 | 150 |
Operating lease obligations, 2016 | 132 |
Operating lease obligations, 2017 | ' |
Operating lease obligations, 2018 | ' |
Contractual obligations, Total | 106,093 |
Contractual obligations, 2014 | 248 |
Contractual obligations, 2015 | 150 |
Contractual obligations, 2016 | 132 |
Contractual obligations, 2017 | ' |
Contractual obligations, 2018 | $105,563 |
Quarterly_Financial_Data_Sched
Quarterly Financial Data - Schedule of Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Schedule Of Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $12,512 | $12,625 | $13,096 | $9,608 | $5,801 | $5,024 | $5,491 | $6,548 | $47,841 | $22,864 | $21,029 |
Operating income | 2,804 | 2,733 | 2,837 | -17 | 1,639 | 1,266 | 1,432 | 2,445 | 8,358 | 6,782 | 5,881 |
Net Income | 361 | 1,274 | 1,338 | 9,857 | 1,284 | 918 | 1,093 | 2,128 | 12,831 | 5,423 | 5,366 |
Less: Net income attributable to preferred units | 223 | 600 | 600 | 347 | ' | ' | ' | ' | 1,770 | ' | ' |
Net income per limited partner unit (basic and diluted): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income attributable to partners' capital | $138 | $674 | $738 | $9,511 | ' | ' | ' | ' | $11,061 | $5,423 | $5,366 |
Weighted average number of limited partners units outstanding, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | 4,035 | 80 | 80 | 80 | ' | ' | ' | ' | 7,100 | 6,103 | 6,103 |
Subordinated units | 6,058 | 6,023 | 6,023 | 6,023 | ' | ' | ' | ' | ' | ' | ' |
Weighted average number of limited partners units outstanding, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | 10,093 | 80 | 80 | 80 | ' | ' | ' | ' | 8,614 | 6,103 | 6,103 |
Subordinated units | ' | 6,023 | 6,023 | 6,023 | ' | ' | ' | ' | ' | ' | ' |
Common Units [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per limited partner unit (basic and diluted): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic and diluted net income per limited partner unit | ' | ' | ' | ' | $0.21 | $0.15 | $0.18 | $0.35 | ' | ' | ' |
Weighted average number of limited partners units outstanding (basic and diluted): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average number of limited partners units outstanding, basic and diluted | ' | ' | ' | ' | 80 | 80 | 80 | 80 | ' | ' | ' |
Net income per limited partner unit, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per limited partner unit, basic | $0.03 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $0.23 | $0.89 | $0.88 |
Net income per limited partner unit, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per limited partner unit, diluted | $0.01 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $0.10 | $0.89 | $0.88 |
Weighted average number of limited partners units outstanding, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | ' | ' | ' | ' | ' | ' | ' | ' | 1,069 | 80 | 80 |
Weighted average number of limited partners units outstanding, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | ' | ' | ' | ' | ' | ' | ' | ' | 2,583 | 80 | 80 |
Subordinated Units [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per limited partner unit (basic and diluted): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic and diluted net income per limited partner unit | ' | ' | ' | ' | $0.21 | $0.15 | $0.18 | $0.35 | ' | ' | ' |
Weighted average number of limited partners units outstanding (basic and diluted): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average number of limited partners units outstanding, basic and diluted | ' | ' | ' | ' | 6,023 | 6,023 | 6,023 | 6,023 | ' | ' | ' |
Net income per limited partner unit, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per limited partner unit, basic | $0 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $1.56 | $0.89 | $0.88 |
Net income per limited partner unit, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per limited partner unit, diluted | $0 | $0.09 | $0.10 | $1.37 | ' | ' | ' | ' | $1.56 | $0.89 | $0.88 |
Weighted average number of limited partners units outstanding, basic: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | ' | ' | ' | ' | ' | ' | ' | ' | 6,031 | 6,023 | 6,023 |
Weighted average number of limited partners units outstanding, diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | ' | ' | ' | ' | ' | ' | ' | ' | 6,031 | 6,023 | 6,023 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (Subsequent Event [Member], USD $) | 1 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Jan. 31, 2014 |
Subsequent Event [Line Items] | ' |
Cash distribution, declaration month and year | '2014-01 |
Initial pro rata cash distribution, per unit | $0.21 |
Initial pro rata cash distribution, total amount | $2.70 |
Partnership's minimum quarterly distribution, per unit | $0.39 |
Cash distribution payment date | 18-Feb-14 |
Cash distribution date of record | 10-Feb-14 |
Operating leases agreement period | '15 years |
First Amendment [Member] | ' |
Subsequent Event [Line Items] | ' |
Credit facility amendment, month and year | '2014-01 |